D-Factor: New Beginnings
by Stormplains
Summary: Continues straight after season 4.The newest characters are in for it when they meet the X-Men. After meeting them Xavier decides to resume recruitment, but this new school year brings with it more than the X-Men are prepared for. As the plot thickens everyone at the Institute wonders, who can they trust? All the old faces and new favorites will be included *Reboot of the old story
1. Chapter 1: New Guys

**Disclaimer: The X-Men aren't mine, they're Marvel's. For now, all OCs are mine.**

**Author's note:** Here we go, here we go-o-o-o!

And after 5 months I have returned to reboot the story I love. Overall plan is that I will have updates every few days as I am really just editing my old chapters mostly, with a few new ones that help advance the plot further. And for an added bonus, small fun facts will be at the end of the chapters in place of authors notes. Woo!

So forthose new to my story, welcome! For those old readers, welcome as well! I missed you guys! And of course:

**Enjoy. Read. Review.**

* * *

**New Guys**

It was a hazy afternoon. The air hung heavily, a slight breeze now and then just stirring the still air. Sunlight flittered through the leaves of a tree that shaded a teenager leaning against a huge rock. His spikey quite literally red hair had blonde-bleached tips and he had a red goatee on his flat chin. His ears were a little small for his head, the left one was pierced with a silver hoop which shone in the afternoon sun. His nose was wide and flat, suspiciously similar to the infamous Sabretooth's. Around his neck he wore a shark tooth necklace, the bleached teeth in slight contrast to the plain white T-shirt he wore. His shorts were khaki and wadded in a ball beside him was a buttoned khaki shirt, a sewn on label was just barely visible with the name "Leo" on it.

Leaning his back against the warmed rock, the teen bent one leg up and laid a sketchpad on it. In front of him a lion cub crouched by a flower, transfixed by the white butterfly daintily perching on top. The teen laughed quietly to himself, a soft rumble, as he began sketching rapidly with his pencil.

The teen hummed slightly, perfectly content in the sun in his element. It was quiet and peaceful with little people. The Bayville Zoo was having a slow day; since he worked at the zoo he could do this sort of thing while saying he was doing his job. He was currently the only one who worked in the lion enclosure, his sole responsibility in his job, with no one to assist or monitor him. The manager entrusted him with this special assignment due to his unique disposition.

Sometimes the fact bothered him, but not today. His special case allowed him solace today.

The cub flicked his golden tail. The teenager frowned, erasing his previous sketch of the tail.

_Clink._

A rock bounced off the huge stone the teen was resting against.

"What the- ow!" He grumbled suddenly in a gruff, but quiet voice. A second rock had fallen from the sky and hit his head. Rubbing his head he looked around to find the source of the projectile, and then a third rock arced down and squashed the lion cub's flower. The cub jumped back in surprise, letting out a curious growl and pawing at his now crushed butterfly prey. The small lion turned his curious gaze to the teen.

"Aww, why'd the flying rock kill my prey?" The cub's expression seemed to ask.

The teenager ruffled the cub's fur. "So sorry little guy. Don't worry, Leo will figure it out." The boy, Leo, turned. He had seen the last rock's trajectory and had a decent idea where it originated from. Leo cautiously peered through the bushes surrounding the huge rock.

Through the leaves he could see two guys, both about his age. They were evidently jocks by the looks of their letterman jackets. Leo snorted, even in this heat they had to boast who they were. One was dark skinned with dark hair, the other pale in contrast. As he watched one grabbed a rock from along the fence and threw one in the enclosure. One of the other lions was out in front, and was suddenly struck by a rock in its eye.

"YAOAOW!" The lion yelped, leaping back and roaring menacingly. The jocks threw a few more and the lion retreated at a run into the bushes.

Anger pricked at Leo. People could be so ignorant and vicious. Where were the other keepers? The ones that patrolled the zoo? What gave those jocks the right or the will to strike out at something that couldn't fight back? _Who did they think they were messing with his pride?!_

Leo growled softly without realizing it and glared hard at the teens. The jocks were laughing loudly and pointing out the lioness basking in the sun on the edge of the enclosure. She was an easy target. Bending his arm back, the jock with black hair and dark skin took aim.

Now he was visibly angry. His jaw tightened and his eyes glistened with cold menace. Leo growled again, but this time the human factor was gone, replaced by pure animalistic fury. His form began to change. Soft golden fur started to cover his whole body, his hair growing out into a fiery mane. His clenched jaw widened, his canines sharpening and growing longer, glistening as he bared them. His T-shirt stretched to its limit as his chest expanded, and a tail twitched out of the belt loops on his shorts. The golden tail was tipped in a fiery tuft of hair, and it curled inward before flicking out in an irritated manor.

The lion humanoid snarled, approaching the jocks through the cover of the bushes and rocks in the enclosure, like a true predator.

A rock clinked off a rock near the lioness and she leapt up agilely. She was proving herself a difficult adversary for the jocks; their first shots were misses. They continued chucking rocks with less and less accuracy.

Leo was now at the bushes just along the trench in the enclosure, designed to keep the lions in.

But Leo was no lion.

The mutant roared and leapt out from the bushes, anger ringing in the animal's voice. The jocks whipped around to face the threat face-on and stumbled back, shocked. Leo continued forward with cat-like speed and jumped the trench surrounding the enclosure with ease, perching on the railing.

"ROOOOOOOOAAAAAAAAAWRRR" He blasted in their faces.

Utterly bewildered, the teenagers stood there, just staring.

The lion humanoid extended his claws from the ends of the padded fingers.

The threat now very real the jocks came to. They screamed comically and turned to run, but Leo intercepted them in a bound. Towering over them at a height of six foot seven, he was forced to crouch a bit to growl straight into their faces.

The jocks were pinned against the railing in fright, a small space between them and their predator. In an instant they fled to either side; and reaching out, Leo swiped at the two jocks, ripping the backs of their jackets. His claws just grazed their skin, but scared them enough that the pale one stumbled as he ran off, falling badly on his ankle.

By now a small crowd had gathered, including a surprised animal handler with a tranquilizer gun. Wherever he had been headed, the handler was now at his new destination. Out of reflex, the animal handler took aim and fired, but it missed.

He moved to reload it, but Leo wrenched it from his hands, snapping it in two. The handler's jaw dropped. Now at a complete loss of what to do, he just stood there.

At this point his rage ebbed, and the lion within retreated. As his primal instincts faded, Leo realized what trouble he was in.

His eyes widened blankly and he stumbled back himself, fleeing the scene.

"Damn." He whispered.

Using his knowledge of the zoo, Leo quickly escaped the curious and frightened onlookers, cutting through back routes. When he thought he was out of sight, he ducked behind a dumpster and forced his anger and lion-self down. He shifted back to his human form.

He stood back up nervously and made a bee-line for the lion enclosure, sneaking in through the back. All the way he let loose a stream of curses for his stupidity. The situation could have been handled a thousand different ways, plenty without him losing control, and yet he chose to present himself as a threat, consciously or not.

So much for starting fresh.

Panting, he let himself fall forward to the ground. Leo extended his mind into the familiar link that tied him to his brother. Mentally he sent flashes of thought to his brother, apologizing mentally.

He'd caused another incident.

* * *

_Elsewhere in the city…_

A blonde teen with turquoise eyes a dark forest green skater helmet skateboarded down the sidewalk. Images of Leo's predicament flashed in the teen's mind. He stopped. "Dang it, Leo! What have you done now?" He hissed.

"Hey man, are you okay?" Another skater came up behind him. Typical skater, elbow pads, wild colored helmet, pierced ears, plain tee and jeans. His voice was rough and scratchy, but still caring. The two were clearly good friends.

The blonde teen looked up at him and tugged his ear. "Uh, yeah, yeah." He tore off his helmet, his hair falling into his eyes. A few more skaters came up and stopped alongside the pair. "Just, I'm not feeling all that well," he lied, "I think I'm gonna head home."

"Oh come on Dents! Don't be a wimp, our _deal_ remember?" A skater with short, light brown hair teased with a slight dark undertone. He carried his helmet under his arm.

The blonde skater, apparently Dents, attempted to appear sick. "Listen, I'm serious. I'll do the dare tomorrow."

"No way _Dents_," the skater said angrily, grabbing the blonde teen as he turned to leave. The blonde responded by shoving the other teen off and brushing off his black T-shirt. "You said you would get me an X-Men souvenir," the teen continued, clutching the blonde's arm again, "and you will. We have a bet. You aren't cheating me out of a hundred bucks." He said gritting his teeth. The skater nodded at two of the others behind him. "Socks, Matt… hold on to our buddy Dents-"

Back off, I don't wanna do this." The blonde said menacingly as two stockier boys grabbed his wiry arms in iron grips. "I ain't a thief."

The skater chuckled darkly. "I don't care right now, Benj Dents, I'm going to get that money and the bragging rights." He waved at the skater gang. "Let's go."

* * *

_The Xavier Institute_

The younger students were enjoying the afternoon heat by relaxing by the Institute's pool. Bobby, of course, was causing chaos: creating ice sculptures all over the lawn and poolside, then watching them melt in the sweltering heat. Many of them were X-Men or Brotherhood themed, and he had gotten tossed into the pool once already for a rather clumsy ice impression of Ray.

Professor Xavier was sitting by the pool as well. After the stressful Apocalypse ordeal **everyone** was starving for relaxation.

"Well Charles," Logan walked up behind the professor and placed a hand on his chair. "I guess everything's back to normal now, isn't it?"

"Yes," Xavier said thoughtfully, "the students are adjusting back very well, aren't they? I imagine some will need more than two weeks, but at least the routines are returning to normal. And I have to say our new additions are fitting in nicely as well." They both looked to the left where Colossus (who now was also known by Piotr) was soaking his feet by the edge of the pool. Behind him, Tabitha lounged on a pool chair, chatting with her companion, Amara. Colossus had arrived at the Institute a few days after it was all over, thoroughly done with Magneto. Tabitha had returned immediately after the whole ordeal, on the condition she could wear her old "Sirens" outfit instead of "that God-awful spandex mess".

As the adults watched, Bobby snuck up behind Colossus and gave a huge shove, trying to knock the friendly giant in. But the young adult was much stockier than Bobby had predicted. Failing miserably, he lost his footing and fell into the pool headfirst. Colossus began laughing extremely loud, in his booming voice. The students scattered around the pool joined in as Bobby's embarrassed head emerged from the water.

Logan and the professor chuckled. "Yeah, well I guess after what we all went through they deserve some rest."

The professor looked up at Logan, "You are just itching to get back to training them, aren't you?"

"Oh yeah."

Charles laughed. Things were sure heading back towards normal.

A flash of light and a puff of smoke appeared beside them, followed by the fuzzy blue elf: Kurt decked out in his Hawaiian summer gear. "Professor!"

"Watch it elf! You keep portin' like that behind people and someone's gonna gut ya." Logan growled.

"Yes, Kurt?" Xavier responded, completely unfazed.

"You've got to see this! On the news- they have a story on a mutant attack! It's starting now! Come on!" Kurt exclaimed.

"Alright, Kurt. Port us in."

"I want to see this too, elf." Logan said. Kurt grabbed both their shoulders and ported.

* * *

Inside the mansion, Scott, Jean, Kitty, and Rogue were hanging around the television. Their casual channel surfing had been switched to curious fascination in the story that had unfolded without them that afternoon. Kurt popped in and jumped on the back of the couch, Logan perched on the arm next to Rogue.

"It's just about to start." Rogue said looking at the professor.

A blonde news anchor appeared on the screen. "…And now for our main story. Two teenagers were attacked today by a mutant at the Bayville Zoo this afternoon. The two teens have been identified as Fred Douglas, and Keith Lerry. Both attend Bayville High. Only one of the two had serious enough injuries to send him to the hospital. The other was treated on-site. We go live now to our anchor at Bayville's hospital with more on the attack."

"Thank you, Mary," a black haired male anchor said. He stood outside a hospital room. "After speaking with the victim we discovered Fred Douglas was actually injured while attempting to flee the scene, falling and breaking his ankle. He and Lerry had minor cuts on their backs, and this was a result of the mutant's claws. There are no reports on the unidentified mutant, and all the traumatized victims and by-standers were able to say was it was a beast. The zoo has said they will not look further into this, as they believe it had been another visitor who had been upset by the teenagers who were throwing rocks at the lions. The zoo is encouraging the teens' parents to do the same. Their official statement reads: 'This incident was embarrassing enough. The mutant seems to have been protecting the lions; the two boys attacked had been assaulting the lions with rocks throughout their time at the zoo. One of the lions was blinded by their reckless behavior. If the teens' parents seek to prosecute this mutant, we will press charges against Mr. Douglas as well as Mr. Lerry." The reporter paused, a sour look passing on his face. "The zoo seems to be covering for this mutant." He paused again, and then nodded. "Candidate for mayor, Kelly has a message he would like to share with the public."

The screen changed and the former Principal Kelly was sitting in his new office.

"Oh, _please_. Someone turn it off now." Rogue groaned.

Kelly opened his mouth. "People of Bayville. _This _is what I have been warning you about. _This_- **click**."

Scott had picked up the remote and turned off the TV.

The team shifted uncomfortably. If Kelly was making comments, they couldn't be good, but no one wished to hear them.

Xavier folded his hands, "This… is troubling. Perhaps we can reach out to this mutant in trouble… We should try to find and speak to them." He thought for a moment. "Rogue, Scott, why don't you two come with me to Cerebro? Logan, you as well. I think you three would be the best to meet with this mutant."

"If we can find him." Logan grunted.

* * *

The skater crew had reached one of the side gates of the Xavier Institute. The two buffs, Socks and Matt, tossed the blonde skater, Benj Dents, to the ground. The boy said nothing, but glared at the skater he had a bet with.

The skater walked over and raised an eyebrow. "Well?"

"Alright. I'm here. What now Lucius?" He growled as he stood up and brushed himself off.

Lucius the skater laughed. "I'll give you a few minutes to figure out how you're gonna jump that gate." He grabbed Dents' upper arm. "When you're over… you find me some sort of souvenir from those muties." He whispered menacingly.

Dents shook him off and went over to the skater that had first stopped for him. Now with his helmet off, he had short black hair. "Vince, can I talk to you for a sec?"

"Of course." Vince said, his green eyes looking confused. The two walked out of earshot of the rest of the crew, speaking in the shade of a tree.

Vince fit the typical skater look to a tee. He also had more skill than Lucius in both their opinions.

"So… What's up Benj?" Vince asked. Benj Dents said nothing, but stared furiously ahead. He turned to Vince.

'_You know exactly what.'_ Benj communicated, angrily, to him telepathically.

Vince sighed. "Look, I don't know whether he knows for sure you're a mutant," he lowered his voice at the last word, "but I know he's suspicious. People are well aware of your brother. I said nothing to him though, Benj. I swear it." Benj glared at him. "Honest! Come on man… don't do this. You don't have to break into the Xavier Institute. You saw the stuff they had on the news when it first went down. Razor blades, lasers, dude and their some frickin' powerful mutants.** Just back down!**"

"I can't do that, Vince." Benj growled. "I back down and Lucius wins. I can't-won't back out of this. One, I need the cash. Two? Lucius is a dick. Someone has to stand up to him."

Vince cursed. "Don't do this man. Lucius has more riding on you getting caught and stuffed than on you comin' back. And I think a serious med bill is more than a hundred bucks."

"Too late." The blonde looked around him. "Why don't you go home Vince." Not a question, a statement.

"What?"

"Go home." Benj paused. "If this gets out of control I don't want you here. You don't need to be caught trespassing."

"Neither do you!"

The teen stopped. "I… I have to do this. No longer will I back down to Lucius' ridiculous threats. This is the last time he goes snooping in my family business."

"Dude-"

"I'm already neck deep here!"

Vince opened his mouth, but the look on his friend's face stopped any argument Vince was still ready to give.

He caved.

"Be careful." Vince said, defeated.

Benj gripped Vince's forearm, and the latter did the same. It was a little more personal than a handshake or high-five, but not as intimate as a hug. "Thanks, Vince. I'll let you know what happens." Benj said as he walked away.

"Don't die…" Vince muttered pathetically, before he dashed away.

The blonde rejoined the skater crew.

"Ready to roll Dents?" Lucius asked. Benj nodded as he pulled a pair of gloves out of his backpack.

It was scary that he had already figured it all out.

The gloves had rough pads that would allow him to grip the metal bars on the gate easily. They were black with yellow stripes around the knuckles. Rubbing his hands together Benj jumped up and grabbed the iron gate bars. With nimble skill he scaled the gate in a matter of seconds. He jumped from the top of the gate and landed gently without a sound.

Lucius came up to the gate and talked to Benj through the bars, "Just remember to grab me a souvenir and that hundred bucks is yours, if not…" He grinned.

"Yeah, got it." Benj said harshly, turning toward the mansion. Carefully walking forward, he examined the building. He could hear some far off laughter to his right, so he inched to the left. He dashed forward to press himself flat against the mansion's wall.

Hadn't died yet, he must be doing alright.

He figured the best way to get something from the building was by getting into one of the students' rooms. Picking the first balcony he found, he used his mutant power to help give him a lift to the second floor balcony. The air blasted him up so he could haul himself over the edge.

Landing silently on the balcony, he focused his attention on the door. Although he assumed it would be locked, he attempted to open it first, and without any resistance, it opened.

_No turning back now._ He thought to himself.

* * *

Professor Xavier turned his wheelchair to exit the room when a light on the arm of his wheelchair flashed. In response, so did the watch-like communicators on the oldest X-Men's wrists.

The professor pursed his lips before he said, "I believe we have an unwelcome visitor."

"Not was, **is**, Scott," He answered. He paused. "Scott, take Jean and search outside, let the other students know, but be careful! Rogue, you will be in charge of the search inside with Kitty and Kurt. Check the student's rooms. I'll monitor the search from Cerebro with Logan, hopefully then I can better pinpoint where exactly he is.

"Remember, be careful. We have no idea what this intruder is capable of."

"A mutant, or a human?" Rogue asked.

Xavier closed his eyes, trying to sense the intruder. It was slightly difficult with the activity on the grounds, and Xavier's still slight weakness from being one of Apocalypse's horsemen.

"Mutant."

Scott stopped in his tracks of leaving the room. "Wait, we're not talking the Brotherhood are we?" He asked.

"I don't know Scott. I do not recognize their mind. If it is, then they have found a new recruit." The professor answered. "Let's go team."

* * *

Benj entered the dorm room.

_Now which X-Men's room is this? _He thought.

He knew the X-Men by appearance, but he didn't memorize their names. He wasn't one of those people.

He looked about the room. On the right was a bed and a closet on the far wall. On the left he saw a dresser. Walking up to it he saw there was a collage of pictures. Most had a girl with short brown hair with white strands framing her face. The girl was fairly pale. He instantly recognized her as one of the X-Men, but couldn't recall her name.

There was a black glove sticking out of one of the drawers. Curious and feeling filthier by the minute, Benj opened the drawer. Inside was a pile of old worn-out gloves.

Shrugging he grabbed one and stuck it in his pocket. It would be his fail-safe as he kept searching. Then he looked back at the collage. One of the photos had the girl sitting under a tree reading a book and soft warm light filtering down through the leaves. He smiled, and took the photo.

Suddenly he heard the inner doorknob jiggling, as though someone was putting a key in. Panicking, Benj dove into the closet.

The door opened and Rogue entered. Benj held his breath.

Rogue walked in and she looked around. Slowly, she began to search her room, looking for anything out of place. She looked at the dresser, Everything minus the one photo was there, but she didn't notice. Glancing to her left she noticed the balcony door was still open. Benj started regretting not closing it. Rogue shut and locked the balcony door.

"Alright, Ah know ya're in here." She said, turning around in circles defensively. She took off one of her gloves.

Benj sat back and thought on his options. He didn't want to get caught, he didn't want to hurt the girl, mentally sighing he concentrated hard on coming up with a psychic blast. He'd only managed to create a devastating psychic blow once before, and compared to the alternative of flinging her out the window, it was the one that would do the least amount of harm. He didn't want to seriously hurt this girl, it would only make things worse, and he couldn't afford getting caught in his mind.

"Sorry," he said as he jumped out of the closet and sent the psychic blast he'd mustered up at Rogue. The girl turned at his voice to see her attacker briefly before reeling from the unexpected assault. Rogue shrieked as she feinted.

* * *

Charles gasped, and removed the Cerebro helmet hastily.

"What is it Chuck?" Logan asked, knowing it wouldn't be good.

"I lost mental contact with Rogue."

"Arrooo! WHAT?" Logan roared.

"She said she found the intruder, then I lost her." Charles sighed. "She's unconscious, but- where are you going Logan?" Professor X asked.

Logan was marching toward the door. "I'm going to go see if I can find Rogue and this _intruder_." He snarled as he stormed out.

* * *

Benj knelt down at the side of Rogue. Luckily for him, she was out cold. He checked that she was breathing quickly and then scanned the rest of her. His eyes were drawn from her pale face to something on her wrist. It was some type of watch, or bracelet, it was a dark green with a red X across a domed bulge. It flashed interestingly, so he unclipped it from her wrist, fumbling with his gloves still on, and stuck it in his pocket. It looked like he had found an adequate "souvenir".

He stood up and looked at the balcony door. He had begun to move toward it when the interior door was knocked down. Benj spun around.

"Arrrrrrrrrrrrrooooooo" A short, bulky, muscular man came crashing in. Wolverine leapt into the room with his claws extended. Benj's eyes widened and he backed up to the door.

He knew who that X-Man was. The infamous Wolverine.

_I'm dead._

Logan looked from him to Rogue on the floor. Benj saw him making sense of the situation through a familiar animalistic rage filled haze. He tensed and jumped at Benj suddenly. With a swift reflexive movement, Benj slid under the older mutant. He twisted his arms and bent the air behind Logan to propel him out the balcony door. Glass shattered and Logan soared over the balcony to the outside yard.

Benj swore as he stood back up, partially from the glass now embedded in his arm, partially from the fact he had just sent a man out the window. Now he had to get gone.

"Holy… oh gosh." Benj's eyes bulged as he peered over the balcony. "I just threw an X-Man through a window."

But he knew he had to move so, with his way now clear, he jumped off the balcony and landed beside the still Logan.

He stepped around the still form, hoping the man was unconscious, _assuming_ he was unconscious until he lunged at him. He snarled and slashed his claws at the teen. Benj jumped backwards faster than he thought possible and ran toward the gate, a stitch growing in his side.

With the threat of an angry man with claws or an asthma attack… he chose the asthma attack.

Suddenly, Benj felt a disturbance in the air behind him. Performing a spectacular aerial jump he flipped over a red beam of energy, Cyclop's eye blast.

"Put a shield up Jean," Scott said, "we don't want him leaving."

"Got it."

The skater ran forward, straight into an invisible barrier, bouncing back.

Benj, seeing his way of escape was close, turned around. He already saw that the skater crew had fled. Like a cornered animal, he was prepared to fight. Kurt and Kitty had come out from the house to join the pursuit, followed by Professor X. The X-Men were closing in slowly on him.

Benj said nothing, but looked back at his blocked way of escape.

The professor came forward with his hands raised. "We just want to talk to you." The X-Men had formed a semi-circle around the frightened Benj.

Logan was marching up behind the younger mutants. "You may want ter talk professor, but I much rather tear this guy apart!" He snarled.

"Logan, stop." Xavier silenced him, though an angry huff escaped from Wolverine's nose.

Benj definitely was not about to surrender now thanks to Logan's words. Benj took a fighting stance and blasted an incredibly strong and desperate wind gust at his opponents, causing them to fly backwards. Only Logan was able to hold on, due to his metal bones.

He sprinted past the X-Men, who were picking themselves up, and grabbed his skateboard from his backpack. Benj jumped into the air and stuck his board beneath him. Logan followed in pursuit. Benj followed the past to go past the pool.

The younger students halted their activities as the two approached.

"Don't just stand there! Stop him!" Logan barked.

Bobby jumped out of the pool and iced up the sidewalk quickly approaching the skater. Benj saw it too late and skidded across the ice, throwing him from the board. He recovered by summersaulting and then ran, limping slightly on his ankle.

Ray, AKA Berserker, stood up from his recliner and momentarily glared at Benj, "I've seen you before…" he mumbled. His eyes narrowed in recognition and took greater joy in what he was about to do.

Ray took aim, (Benj was not the fastest runner, being more used to skating for speed, the stitch growing in his side, and his possibly twisted ankle) and blasted him with lightning.

Benj twisted in pain, and buckled over. The electricity coursed through his body from where he was struck in the side. He was hit again. His consciousness slipped away as electricity continued to pour into him.

* * *

_Bayville Zoo_

Leo walked up to the manager's office. Sighing, he knocked.

"Come in Leo."

The teen entered. A short man with rough gray hair and a mustache sat at the desk, to his right sat the assistant manager that was specifically assigned to the mutants that worked at the zoo. He was a mutant himself, and his was that of a snake, his entire body was covered in green snake scales.

"Sssssssit down Leo," he hissed in a deep voice.

Leo swallowed. "Yes sir, Mr. Severus."

Mr. Severus flicked his tongue, "I told you to call me Ssssseth, Leo. None of thisssss ssssir ssstuff."

The manager held up his hand. Both mutants turned to him. "Leo, Mr. Severus and I have been considering what this incident will mean for you. We understand that you wish to keep this job right?"

"Of course Mr. Walkman, I love working here… and we… we can used the money." Leo's nervousness was obvious.

Mr. Walkman stood up and walked over to sit on the edge of his desk by Leo. "Don't worry Leo, we aren't firing you, _not yet_. We'll give you another chance."

Leo sank back into his chair. He wouldn't have to worry about explaining to his brother why he was fired, maybe he hadn't seen the news either.

"But we can't jusssst look the other way thisss time Leo." Seth hissed. "You'll be on temporary leave, until thisss sssstory fizzlessss out."

Leo opened his mouth to argue but Seth hissed again. There would be no arguing with him. "…Okay. When can I come back?" He asked.

Mr. Walkman frowned, and stroked his mustache. "Tomorrow if you can, we'll need some help bandaging up the lions. Thanks to those teenage hooligans, three lions have shattered paws, and one's eye is in bad shape. You're the only one we can risk to go into the lion enclosure while they're conscious."

"Of course, sir." Of course, the human employees were never risked. Mr. Walkman was fond of mutants, their abilities promised more. But it didn't keep him from using them. Leo was fine with it today, especially since it would be the last thing he did at the zoo for a while. Sensing that this meeting was over, he left.

There would be enough at home waiting for him.

* * *

**Fun Fact #1: Leo and Benj actually spawned from the same character in an original story of mine: A human named Benjamin, nicknamed "Airsurfer" for his hover-board, who finds he can turn into a lion humanoid on an alien planet. So Benj got the appearance of the kid and Leo the power. I like them better separate.**

**Fun Fact #2: Tyler came from my first attempt at a fanfic for the X-Men movies. He briefly appeared as a man who received the mutant cure but it began failing, leaving him nightmarish. Also, originally his name was Tyson. But Tyson Dyson is a bit too rhyme-y for me.**


	2. Chapter 2: Starting Fresh

**Disclaimer: The X-Men aren't mine, they're Marvels. Still any OCs have spawned from my imagination.**

**Author's note: **One more for ya.

Chapter two's here, and yes. I do realize all of these are basically the same chapters as before. But to get my creative juices going really, this needed to happen.

Hope you're guys' summers are off to a great start.

**Enjoy. Read. Review.**

* * *

**Starting Fresh**

The sun hadn't relented a bit, despite the swiftly approaching evening. As Leo walked out of the zoo management office, the sun hit him with renewed harshness. The teen winced at the bright light and narrowed his eyes as he exited the zoo. News crews still buzzed around the entrance of the zoo like bees to honey.

The air was sweet, and promised a good evening.

He took a deep breath, in his opinion: the day was as sour as vinegar.

The parking lot was a short stroll away from the entrance, but as he was an employee he backed in the rear. Passing the cars of people curious about the incident, Leo walked up to a rusting yellow pick-up and clicked his keys. Yanking the heavy door open, Leo glided in and spurred the ignition.

_Hopefully it'll start this time. _Leo hoped. Enough things had fallen through today.

"Gosh, I'm just a steaming pot of unhappiness aren't I?" He muttered to himself as the engine sputtered to life.

He jabbed the CD player controls on the console and cranked up the volume dial so his truck blasted music. It hurt his ears but his anger, fear, and irritation needed numbing. Again a low growl escaped his chest and he sunk into the music blaring out of his truck.

Leo left the parking lot and drove to an apartment complex, the Greenwoods Apartments. There wasn't much _green_ about it, besides the small lawns alongside the buildings, the green paint on most of the doors were chipped. The outside of the apartments were a dark gray wood, worn from the elements and years of improper care.

He coasted the truck into a parking spot by a building marked "Pine", and hopped out. He double-checked that his tail was safely strung through his belt loops and approached the building. He walked inside and jogged up a flight of stairs and down to apartment 2E. For the countless time he hesitated, no way that his brother would be happy to hear what had happened. Tyler was a nice guy, but money was always too tight, too many accidents inside the home and feeding two teenage boys was no easy task.

Leo entered in, pushing the door aside with a sigh.

It was a rather humble apartment. On the right was a small room with a couch, worn-out recliner and TV. In the right corner of the room was a door leading to the bathroom. Straight ahead was a tiny kitchen, on its left, two doors. The closed one lead to the bedroom he and Benj shared.

Pale computer light spilled out of the open doorway on the left. His brother, Tyler, was typing on his computer. The man's sweatshirt hood was up and he seemed to be too far into his work to notice the arrival of his younger brother. Leo entered the room quietly.

Against the right wall was a bed, the far wall opposite the door was covered in computer equipment. Numerous colored wires connected a laptop, a desktop computer, and a modem. Tyler was a gaming programmer, and took it very seriously, whenever he could he updated his systems to keep up with the times. Sometimes it was almost more than the broken family could take to do so.

But other times it was more of a necessity.

Leo's eyes fell to the pile of half melted keyboards and computer mice thrown into a cardboard box that was shoved up against the wall.

Too many accidents.

Leo took a deep breath; the explosion would come sooner or later.

* * *

_At the Xavier Institute_

The professor saw that the intruder was taken to the infirmary, and instructed Logan to stay away unless someone was with him. Logan did not seem too happy about the order but followed it nonetheless, sitting across the way and glaring into the room.

"You know Logan, you could do something more constructive. Why don't you come with me to check on Rogue?" The professor suggested to the disgruntled man.

Logan turned his face up to the man in the wheelchair, his anger countenance quickly replaced by worry. In his fury he had momentarily forgotten about Rogue.

"She wasn't moving…" He groaned.

Xavier laid a hand on the man's shoulder. "Come, let's go make sure she's okay."

"I'm coming too!" A voice called. Kurt bounded up to them, looking equally concerned. "I vant to make sure my sister is okay."

"Well let's take the express lane then." Logan said, standing. Kurt nodded and grabbed their arms. With a quick puff of smoke they were in Rogue's bedroom.

The space was in disarray, broken glass covered the floor from the balcony side and splintered wood and a mutilated door littered the floor on the opposite side. Rogue lay in between the debris, sheltered from the glass by the end of her bed.

"Rogue!" Kurt yelled as he ran over to her.

She groaned slightly and rolled onto her side, holding her head. As she opened her eyes her pale face was marked with confusion as she glanced around the room. Her eyes fell on the professor.

"What the hell happened in here?"

Logan couldn't help but smirk from behind the professor.

Professor Xavier chuckled lightly. "I think it would be best to ask Logan that."

"Go figure." Rogue replied, rolling her eyes. She allowed Kurt to help her into a sitting position as she waited for her head to stop swimming so intensely. "So how long was Ah out?"

Xavier smiled. "Not that long."

"And the mutant intrudah?" She questioned further.

The professor frowned, "Ray took a shot at him and knocked him out. He's in the infirmary now." He paused. "I think Ray went a little overboard."

Kurt nudged Rogue and grinned at her. "Oh it was quite a chase, you should have seen it! Logan was about ready to explode!"

"I was only going to rip him up a little." Logan corrected the blue boy with an uncaring wave of his hand.

Even the professor laughed. There was a pause after their laughter.

"…Can Ah see him?" Rogue asked, not looking at anyone.

Xavier looked puzzled and Logan's eyebrows dipped low. "What?"

"The intrudah. Ah'd like ta ask him something."

The other X-Men exchanged confused glances. "And what would that be?" Xavier asked.

"Why he apologized before he took me out."

* * *

"Gaah!" Benj gasped and sat straight up. He dreamt he was struck again by lightning.

The quick movement made it feel like he ripped his side open, and he groaned as he laid back down. His memory was fuzzy, like the electric sparks were still dancing. He was well aware he was not on the ground where he had fallen, and was pretty certain he was not home. The air smelled slightly of disinfectant. Slowly he opened his eyes to see where he was. It was like a hospital room, but smaller, and less sterile smelling. The light wasn't as harsh either, and from the few times he had been in a hospital he felt like the sheets on the bed were softer. He wasn't restrained, which he was relieved about.

As he continued to look around he finally noticed the girl leaning against the far wall. It was the girl from the pictures. The one he had knocked out. Benj gulped, and sat up.

"Hey." She said nonchalantly.

"Um… hello…" Benj's voice sounded incredibly small.

Silence.

The girl glared at him appraisingly, as if she was trying to size him up. He tried to look back without looking either terrified or like a thug. Finally she said something.

"If Ah ask a question, will ya answer?"

Benj let out the breath he found he was holding. "Sure."

"Why'd ya apologize?"

Benj frowned. He wasn't quite sure what made him do it. "I don't know exactly." He took a deep breath. "It may have been that I just couldn't take you out without apologizing. It was supposed to be a quick in and out, no one was supposed to get hurt. Apparently, that didn't happen…" he said, gesturing to his side.

She stared at him like he had just said something fascinating. "And what were ya here for?"

"Um… a bet…"

The girl stared at him dumbfounded. "Ya broke inta the Xavier Institute on a _bet_?" She hissed. "Aftah all tha's been in the news?"

Benj bit his lip. "Uh, yep?"

Before the girl could say any more the two were interrupted. "Oh good, you're sitting up." An animalistic man came walking into the room with a white lab coat on and glasses perched on his wide nose. Dr. Hank McCoy looked up from his clipboard perplexed at the girl. "Rogue? What are you doing in here?"

Rogue gave a little cough and answered. "Well uh, Beast, Ah, uh, was just askin' the kid a few questions."

"Does the professor know you're in here?"

"Yes he does," the professor answered for himself as he rolled into the infirmary with Kurt and Logan trailing behind. "There are a few answers we want to get to."

Benj gulped again. Suddenly the room seemed very crowded and confining. His chest tightened in the panic.

Hank looked around at the other mutants in the room and shrugged, moving over to the side of Benj's bed. "Well, let me check a few things and introduce myself before the interrogation starts. This kids isn't going anywhere so I hope a few moments can be spared?"

Logan snorted, but the professor nodded.

Dr. McCoy offered his hand to Benj. The two shook hands, fur to glove. "Hello, I'm Dr. McCoy, or Beast. I hope I did a good job bandaging you up, oh, and your shirt is over here." He gestured to the side table. There sat Benj's half-burned green shirt.

Benj's eyes widened, he hadn't noticed he wasn't wearing a shirt. Embarrassed, he looked down at his scrawny build. His own face had elfish features, a pointed nose and narrow eyes, and at first they flared bright red. His embarrassment and color faded when he realized he was bound in bandages that covered most of his side, stomach, and chest.

Hank chuckled at the boy's reaction. "Don't worry, we'll find you a new one. Now is there anything else you need? Any further pain you're in?"

Benj thought of one think and fished through his pockets to find it. With the panic, the dull throbbing pain in his side, and his head beginning to feel like it was cracking in half his breathing was becoming more difficult. What he was looking for wasn't there.

"M-my inhaler. Was there a small s-silver canister in my pockets?" His chest tightened sickeningly.

The man placed a steadying hand on the teen's shoulder. "On your side table. It fell out while we were moving you."

Benj nodded, turning and snatching it up quickly. He fiddled with it for a moment. Calmly he pressed it to his lips and took a slow puff. His chest freed up. "Thanks," he said breathlessly. He could control the air around him, but he couldn't manage to help the air enter his lungs.

Hank smiled. "If there is nothing more, I'll leave you all to sort this out." He turned and left.

There was an awkward silence.

"Welcome back to the world of the living, buddy." Kurt said shyly, in an effort to fill the open space.

The intruder looked him up and down. He took in the fuzzy blue fur, solid gold eyes, and bizarre Hawaiian clothing. Had he been someone else, he would be completely freaked out, but this elf's mutated skin was not as frightening compared to Tyler's. For Benj, the oddest and scariest part was his clothing.

"Um, I'm Kurt." He scratched the back of his neck. "Sorry if the fur freaks you out, but it's kinda attached."

"No worries, Kurt. My brother has a much worse appearance. Besides, who doesn't like a fuzzy dude?"

Kurt cracked a smile and looked at Rogue, "I like this guy!"

She glared at him, but somehow found herself smiling too, a rare occurrence.

Before silence could take root again, the professor spoke up. "Would you like to explain yourself…?" He left a space for Benj to insert his own name.

He saw no reason to try to lie or hide anymore. He had been caught. "Benjamin Dents, my friends call me Benj…" His face darkened, "my enemies call me Dents, though."

"We will see where you fall in, Mr. Dents." The professor said flatly.

Logan's lip curled in a way that said he knew what name he would be using.

When Benj didn't continue, the professor took it up again. "I'm Charles Xavier, head of the Xavier's Institute for Gifted Youngsters."

The boy nodded. "I remember seeing you on TV… listen, I'm sorry about causing such a mess."

"Which brings us back to the subject of why you broke in." The professor prodded calmly. "You do not seem to be a Brotherhood mutant from your lack of knowledge of this place, though your utter recklessness is fitting…"

"I'm not with the Brotherhood." The blonde said quickly, hoping to put that idea aside.

Xavier nodded. He scanned the teenager's mind in the slight pause. He was telling the truth, and truly did feel remorse. "Would you-?"

"Um so yeah… I'm here because I took a bet. One of my… hmmm, I guess he wasn't my friend, but anyways… I made a bet that I could get in here. Of course Lucius-"

"Wait, you took a bet from someone named Lucius, isn't that a bad sign already? Just his name sounds bad." Kurt interrupted.

"Yeah, one of my oversights, he had been snooping in my family business and threatening me, so I took the bet to make it stop," Benj sighed, he sure was an idiot. "Turns out the guy was betting more on me getting caught by you guys. In hindsight, I should have listened to my friend who tried to talk me out of it." He brushed the hair from his face, then grimaced and held his aching side.

Charles folded his hands under his chin and pondered for a moment. With such a spectacular display of talent, the boy was hard to just turn aside. "Whatever your intensions, I would like to extend the gift of friendship, you are plenty welcome to stay here."

Everyone in the room was surprised.

Benj's face brightened. "Really?" Ever since he and Leo had found out about the X-Men, they had been a source of fascination for them.

"Chuck?" Logan growled. "You sure about this?"

"Oh quite sure." Xavier replied. "And the invitation has already been extended, I cannot just wrench it back."

"Sure ya can." The man grumbled, folding his arms in disapproval.

Rogue and Kurt exchanged glances, before the girl shrugged. It wasn't like she could protest. She was offered a spot after actually fighting against the X-Men several times without regret.

"It's pretty nice around here, as long as no one's attackin' ya." Rogue said. Benj's turquoise eyes flashed more remorse at Rogue.

'_I'm really sorry, again.' _He said to her mentally. Rogue flinched.

"Please, don't do that. Ah can't handle too many additional voices in mah head without warning." She groaned softly.

Charles had a flash of confusion, but as usual he caught on quick. "You have psychic powers as well?"

"Ah, yeah. That's how I took out Rogue, I didn't know her mind-"

"Nah, it's okay." Rogue said, not very convincingly.

"Hmmm." The professor pondered the situation. It had been a long time since there were any recruits, he had been forgetting what it was like to deal with unexpected powers. "Let's call your parents to let them know you are here. Then we can set up an interview for this evening."

Benj's face darkened, his eyes shining with past sadness. "You'll have to call Tyler, my brother slash guardian. All of my parents are dead."

* * *

_Dyson Residence in the Greenwood Apartments_

"_¿Qué hiciste?"_ Tyler yelled. Their family spoke Spanish often at home, and Tyler especially chose it when he was angry. He let loose a strong of Spanish curses, as well as several in English. Their mother probably never expected that when she brought the language into their home.

Leo shrank under the barrage. He was used to being cussed out at school, but never at home. "Ty, relax! I still have my job! It's not a big deal!"

"Not a big deal? We were starting fresh, I thought!" Tyler pushed himself away from the computer. He was wearing gray sweatpants, and a gray sweatshirt with the hood up. As he turned around his hood fell from his head, revealing his skin; it was bright red. To add to his devilish appearance there were devil horns atop his bald head. His teeth weren't human, but like a shark's. Rows of teeth filled his mouth, but Tyler had no problem talking around them. His eyes were a crystal blue, an icy tinge to a body so oriented to heat.

His brother didn't react to the intense appearance, but grimaced at the bared-teeth snarl that Tyler had on her face.

"This isn't about the job Leo. You've put yourself at risk!" Tyler shouted. "You lost control _again_ and assaulted two kids!"

"I wouldn't say they were _'kids'_, Ty. More like moronic young ad-"

"Leo!" Tyler roared in disbelief. "It's like you don't hear a word I say! We _can't_ afford to move! We _can't_ afford any legal fees!"

There was a creak in the floorboards up above. Suddenly Leo was reminded that there were others in the building. Leo knew that if Ty kept yelling, a neighbor would come by and demand to know what was going on. As mutants, it was very hard to find housing that would allow them, they couldn't risk a confrontation.

"Keep your damn voice down." He whispered.

Tyler glared at him. "Do you think I'm joking?" He asked, his voice still tense but in a quieter tone nonetheless. He stood up, and flicked his own tail. It was red like the rest of him, and the end looked like a spade off of a deck of cards.

Altogether, Ty looked like someone's nightmare.

"No, of course not. It's just-" Leo grunted, stopping midsentence. Suddenly his head felt like it was being torn apart. He groaned and clutched his head. The pain sent him reeling, and he fell to his knees. Leo's vision blurred as he stared at the carpet. He reached out to steady himself, and clutched the carpeting in agony.

"Leo!" Tyler yelled, rushing to his side. His face was marked in confusion.

"I-I don't kn-now what's going, going, going on!" The teen choked. He had made no mental effort to shift, nor was he angry enough to induce a shift by accident. He kept the screams of pain swallowed in his throat and his body was forcibly changing without him. "Sh-shifting… but I didn't- AHHH!" He screamed.

Whenever Leo had shifted before, it had been painless. Clearly this was not like any other time. Instinctually he knew his powers were expanding, to what, he didn't know.

Leo crouched on the floor, attempting to slow his shifting from his human to his lion humanoid form with painful success. He would not risk shifting in his home when he had no clue what was happening or if he would have any control over himself.

His nails hardened slowly and tore through his fingertips. Every tiny hair was a pinprick of heat as he shifted, burning his flesh. He yelled out again, his yell mixing with a roar.

* * *

_Xavier Institute_

The professor wrote down Benj's home phone number as Benj said it.

"Alright, I will call your brother right-" Professor X stopped. A small light lit up on the side of his wheelchair. He frowned. An alert from Cerebro, one he could not ignore. "Kurt, can you port me down to Cerebro? It would seem that your phone call will have to wait Benj." The professor said. "Rogue, keep him company for a little while. Kurt?"

"Yes professor." The elf grabbed his shoulder and disappeared into a puff of smoke.

The two teenagers were left alone in the infirmary, Logan having already wandered off.

Benj turned to Rogue, "What's Cerebro? It sounds like-" his eyes went wide with pain. He began reeling from the same pain as Leo. Their connected thoughts were transferring the shock onto him. In a similar fashion he held his aching head and sat forward. His side wound throbbed with every heartbeat.

Rogue sat forward astonished. "Benj, Benj!" his reply was a groan. "Wait here, Ah'll get Mr. McCoy."

* * *

Kurt and Professor X ported into Cerebro, momentarily startling Hank McCoy, AKA Beast, who had already ran in once the alarms began.

"What have we got Hank?" Charles asked.

"I don't know professor." Hank said puzzled, stepping aside.

The professor rolled his chair up to Cerebro's blinking electronics.

_"Discovery, mutant signature detected. _

_Scan complete, identity confirmed. _

_Name: Leo Dyson. _

_Residence: Bayville, Greenwood Apartments. _

_Age: 17. _

_Abilities include: super human strength, enhanced hearing and sight, healing factor, and mono-form shape shifting."_

Cerebro's electronic voice said. Red lights flashed.

_"WARNING. Advanced Mutant Signature detected, proceed with caution."_

"Oh dear." The professor whispered.

"I'm afraid, I'm not following." Hank said.

The professor sighed, "An Advanced Mutant Signature is a mutant gene that has been active since birth. This can make interactions… dangerous, as the mutant would have had plenty of time to experiment with their abilities. If they are hostile, we have trouble."

Hank frowned. "But I thought Cerebro only picked up new mutant signatures."

"Mmm, yes… it did…" Charles mused, gazing at the screen curiously. "We did update the systems, and it now picks up when mutants' powers expand within the vicinity. This young man's powers are expanding at an alarming rate."

"Fascinating!" Beast muttered, looking at the profile of the young mutant.

'_Logan, Scott, Rogue, meet me down in Cerebro. We have a mutant to meet.' _Xavier's mental voice rang out.

Rogue was down there in seconds, faster than possible if she had just left when Xavier called. "Professor! Dr. McCoy! It's Benj, he, he, Ah don't know. It's like his mind's bein' ripped apart."

Before the professor could respond, Scott came running in. "What's going on professor?" He was followed by Logan.

Charles took a breath to slow the swirling and confused thoughts radiating off his team. "It seems that our visitor is in trouble, and a mutant with expanding powers has resurfaced nearby." He answered. "Logan, Scott, and Rogue, get ready to leave, but no uniforms. We don't want to fight this mutant, just see if we can help him. Take a look at his profile quickly before you head up to the garage." He turned to Kurt. "Kurt, take me up to see Benj, perhaps we can help him before leaving to see this other mutant."

"I'll go up there too," Beast said, "but I'm taking the stairs. Teleportation doesn't always sit well with me." He called as he dashed out.

Kurt and the professor flashed out, leaving behind the faint scent of sulfur.

* * *

Benj wrenched his hands from his head and sat up as straight as he could. The blazing pain in his head made him buckle over, nausea crippling him further. The desire to stand up was overcome by his inability to do so. His head was pounding, but he tried to ignore it to contact Leo. His eyes began glowing with a pink light as he concentrated.

'_Leo. What's goin' on?' _He asked mentally.

'…_I'm shifting but-aahhh!- something's wrong, very wrong! I-!'_ Leo's mental response was cut off.

"_Leo!_" Benj shouted both out loud and mentally, his mind ripping apart from his brother. He sat back against the pillows on his bed, Leo's pain had ceased flowing into him. Suddenly he felt alone. Either the link had been incredibly damaged, severed, or Leo was d-

The scent of brimstone in the room caused him to look around. Kurt and the professor were standing on the other side of his bed.

"Are you okay?" Professor X asked. "Rogue said that you seemed to be in trouble."

"Yeah, I'm fine but-" he stopped. He'd just met these people. Trusting them with too much could be his downfall. But conversely he had been offered a spot with them. He began examining the cloth on his bed.

The long pause provoked the professor to venture into the boy's mind. Benj's eyes snapped up.

'_Your brother is Leo Dyson.' _The professor stated, unapologetic.

'_Yes. And there's something wrong.'_ Benj replied, actually thankful the man had intruded.

'_We know. And we're on our way.'_

The blonde's eyes shone in gratitude and the man smiled.

"Well, okay then. Kurt would you-"

"Yes, professor. Geez, I'm starting to feel like a taxi service!" Kurt complained as they ported out once more.

_Leo…_ Benj thought.

* * *

"Aww, come on professor! You've been having me port you back and forth all day! The least you could do is let me come with you!" Kurt whined. He was being left behind.

"Sorry, elf. But there's no room for you today." Logan gruffly said. He, Scott and Rogue were going to see this Leo Dyson. They weren't suited up, but they were still prepared for any sort of fight.

Rogue played with her gloves as Scott switched his normal glasses with his Cyclops visor.

The four of them (including Charles Xavier of course), piled into the X-Van. Kurt complained louder, but Logan turned on the engine and took off, stifling any further arguments.

"So Prof, you didn't completely fill us in on this mutant." Scott said, peering around his seat. "What exactly are we facing?"

"Like the profile said, Leo Dyson is a mutant with super human strength, hearing, and eyesight. He also has a rapid healing factor, and is able to change his shape, to what I do not know."

Logan snorted. "You might have told us this before Charles, despite what you think, this kid will be ready for a fight."

Rogue nodded, then had a revelation, "Wait, this mutant's name is Leo? Didn't Benj say his brother's name was Leo? Could they be the same?"

"I believe it so, Rogue." Charles answered.

The rest of the ride to the Greenwood Apartments was in silence.

* * *

_Greenwood Apartment Complex_

The X-Men got out of the van and walked up to the last building. Scott and Rogue exchanged glances. The pair had nearly forgotten that this is what most mutants had to call home, if not something poorer.

"The teen lives in apartment 2E." Charles said. "Let's go."

It took less than a minute to walk up the stairs and down the hall, but a little longer for the professor to arrive as well. Already at the door, they could hear the shouts from inside.

"Is that… Spanish?" Scott asked, a mildly confused expression on his face.

Logan nodded and knocked at the door. One of the voices grew silent, and the other into a hushed whisper.

"_Quién_- eh, who's there?" A slow voice asked through the closed door.

"This is Charles Xavier, from the Xavier's Institute for Gifted Youngsters. Is this the Dyson residence?" The professor asked carefully.

The door opened a crack. They could see a partially concealed face behind the door. It was red, a single crystal blue eye was visible. The eye looked them up and down.

"So you say you're the Xavier bunch? Prove it." The voice said.

Logan sighed and extended his claws.

_Sssshink._

The eye widened, as did the doorway. "Come on in," Tyler said. "Quickly now." And he shut the door tight behind them.

Introductions were made hastily.

A teenager was laying on the brown couch off to the right. His red spikey hair with bleached tips was wilting, and his face was covered in sweat. Claws extended from his fingertips, which were bloody and raw. The pads on the underside of his hands had only begun to appear. The teen's sweat-drenched white T-shirt clung to him, his chest heaving. Small golden hairs covered some areas on his body, but seemed to have forgotten others. The right side of his body bulged with muscles, while the left looked deflated. His amber eyes stared at the ceiling blankly.

"My gawd…" Rogue whispered.

Charles turned to Tyler, "How long has he been like this?"

Tyler shook his head and knelt next to Leo. "It started nearly twenty-five minutes ago… can you help him? This is the longest a shift has ever taken for him."

"Shift?" Scott questioned.

The red mutant glanced up, irritated. "When he shape-shifts. One form, a shift. That's what he calls it, easiest way for him to explain it. **Can you help him**?"

Charles came over and looked at the young mutant. "I'll try and make mental contact. I just hope we're not too late." He pressed one hand to his temple, and one to the teen's.

'_Leo'_ the professor said mentally to the teen. _'Can you hear me?'_

Leo's eyes flashed in recognition. _'Sir, you're inside my head. How could I not hear you?'_ Even though his mental voice was weak, it still held onto his characterizing sarcasm. Suddenly his body shook with a renewed spasm. Verbally he yelled out.

The professor continued to probe his mind, which was a confused and dark mess. Leo felt the professor's push in his mind, and shoved back.

'_No, don't. This isn't a place for anyone else.' _Leo stated firmly. He wanted his secrets kept. And he could, and would do this alone.

The professor's head whipped back.

"Professor!" Scott yelled, coming to his side.

Charles rubbed his head, "Leo appears to want to do this himself."

Leo's head was swimming. He could feel the thrum of power all around him. From behind Scott's visor, the lights, even from the ends of his fingers; there was power. The power inside him came to a focus point in his chest. He yelled out again, snapping his head up. The fur receded, and all presence of his shift faded.

Slowly, with some help from Ty, Leo sat up. His appearance was more feline, and a faint amber glow came from under his shirt; right above his heart. He grinned like a lunatic. Flicking his tail like nothing happened, Leo shook the professor's hand.

"Leo Dyson, sir. Pleased to meet you." He said. The X-Men stared, dumbfounded.

Logan shook his head. "Well kid, you've got some nerve. Welcome to the X-Men."

Charles Xavier regained his composure and said to the two Dyson brothers, "Why don't you come with us back to the Institute. I have a feeling that is where you both belong."

* * *

**Fun Fact #3: In the original concept of the story, Rogue had a motorcycle given to her by Logan and she went alone to the zoo to try and find the mutant attacker. She actually ended up bumping into Leo on the way there. This of course changed.**

**Fun Fact #4: I never liked Gambit much in this series, though he grew on me in X-Men Destiny (video game). So Benj was created as a sort of alternative for him. They actually share some of the same traits when it comes to caring for Rogue (as it becomes apparent through the story).**

**Fun Fact #5: Leo's powers weren't supposed to expand when I wrote the first chapter. And then they suddenly did in the second. I liked it though, so it made it through into the final copy.**


	3. Chapter 3: More to It

**Disclaimer: The X-Men and Brotherhood aren't mine, they're Marvel's. Eternal sadness. The OCs featured are mine though.**

**Author's note:** Bleh.

Took a little longer than I wanted to on this one, but here it is! Still pretty much the same as the old chapter 3, but typos and such were fixed (YAY!). It's scary how many slip by you even when you edited it originally.

Anyways, I've been looking at good spots to put in the new chapters. I'm thinking I'll add some extra Kelly-story-line stuff in the next (Chapter 4 was always a short chapter anyways), and after Chapter 7 should be a good spot to introduce some all new chapters (sporadically). You old readers know all those ideas I hinted at and then never got around to. :D super excited!

**Enjoy. Read. Review (_por favor_).**

* * *

**More to It**

Leo lifted a cardboard box out of the back of his truck. As he stood in the truck bed he took a deep breath and grinned. They were finally at the X-Mansion. The Dysons were moving most of their possessions to the mansion, including a black motorcycle with bright green stripes.

Xavier had given the typical mutant talk to Tyler, though he hardly needed it. A promise of a secure place to stay was enough to convince him. And with a quick drive from their apartment with their items the newest of the Xavier crew arrived.

The teen flicked his tail and looked at his new home. Several X-Men were coming out of the doors, and a few from the windows, to see these new mutants. It had been several months since the last of them arrived (not counting Colossus).

Ty saw them coming out and pulled his hood lower over his face, mutants or not, he was a demon.

Leo, though, liked the attention. He flexed his muscles and hefted another box off the bed of the truck, leaping down effortlessly. A pretty dark-skinned girl was watching him. He stopped his work and walked over to her. More help was coming to unload the truck anyways, he could take a break.

"_Hola, bonita._" He said.

She looked him up and down and then responded in Spanish, "_¿Puedo ayudarte?" _("_Can I help you?"_)

"_Sí, mi bonita. _I seem to have gotten lost in your eyes. You mind pointing me the way?" Leo faked a sad, puppy dog face.

The girl laughed, "Sure. You see," she pointed to the ground and carved a small map into the ground with a thin jet of lava.

Stepping back, Leo smiled. He was going to like it here. He wouldn't have to hide what he was if everyone else was on the same page. _"Me llamo Leo Dyson."_ _("My name's Leo Dyson.") "¿Qué te llaman?" __("What do they call you?")_

"Amara," the girl said.

He grinned, "A Brazilian! I can tell by your accent. Why it is very nice to meet you."

The Amara turned to a spikey blonde-haired girl beside her. Tabitha had returned to be alongside her friend. They both laughed. "Likewise. And this is Tabitha."

"Watch it newbie," Tabitha said, jabbing a thumb at the girl beside her, "this girl packs some heat. You sure you want her?"

He grinned, "Hey, I like a girl with power. Even more if they're beautiful and a mutant." He whispered getting very close to Amara.

She giggled and began flirting back.

Logan grunted as he lifted the motorcycle and set it down. "It looks like the new kid is settling in already."

Charles nodded with a smile. "Now that this Apocalypse business is done, I think taking in more recruits is just what we needed."

While Leo was flirting with the girls, a stream of thoughts from Benj entered his mind. Since he wasn't expecting it, he stumbled slightly.

"Whoa, there. You okay big guy?" Tabitha asked.

He nodded, but didn't say anything more. He opened his mind to the memories now flooding into his head. Benj was re-establishing the empathy link they shared, and updating him on everything that happed this afternoon. The skaters, the break-in, and the attack on himself. Leo paid especially close attention to the appearance of this "Ray" that blasted Benj. Whether the skater had done it to himself or not, Leo did not take kindly to his family being hurt.

After the flow of thoughts stopped, Leo glanced around to find the attacker. He was standing with Bobby and Sam, cracking jokes. Leo growled.

Tabitha followed his gaze. She noticed that he seemed on edge. "Uh, Leo?" The way his muscles were tensing and the fierce look reflecting in his eyes made her nervous.

He wasn't listening. He half-shifted when Tabitha threw a small firecracker at his feet. Leo stumbled back and fell on the cement. Leo shook himself off and took some big breaths, shifting fully back to human. Amara looked confused, while Tabitha helped him back up.

Logan looked at Charles, "I have a feeling that _this_ new recruit is going to be a lot of work."

The professor agreed, "Yes, it would seem as though he has less control than he led us to believe."

* * *

_The Brotherhood Boarding House_

The Brotherhood boys were bored out of their minds.

Ever since the Apocalypse incident, they had nothing to do. Magneto still wanted little to do with them, and Mystique had disappeared yet again. Life was starting to become a dull repeat. Every day they woke up to do nothing, and went to bed knowing they would do nothing the next day.

The only thing that kept Lance going was that his relationship with Kitty had started up once again. He would leave the dismal life of the Brotherhood behind for a few glorious hours with Kitty nearly every day now. Not like anyone at the Brotherhood cared what he did, but he had a tendency to sneak out none the less.

Lance looked out of his window. The path he took so frequently now was like second nature. He climbed out the window onto the roof, and then skidded down to the ground. It was a short drive to the Xavier Institute; Lance just hoped Kitty would be faster. It could get really awkward to just sit in his Jeep outside the gates.

As lance crept past the windows, Pietro noticed him. "Hey what's Lance doing?" He asked in his speedy way.

Fred rolled over in his chair and shrugged, "I don't know, and I don't care." He paused, "Well he has been leavin' just around this time every few days."

Pietro sped to the windows that looked to the front of the house. "If it was up to me I'd say he had himself a girlfriend."

"Nah, Lance couldn't even get Kitty to like him." Toad mocked, hopping down the stairs. He joined Pietro at the window. "Wait a minute, is Lance wearing a buttoned shirt?" He asked, completely surprised. "And look at that! His jeans ain't ripped!" He looked back at Pietro. "I didn't even know he _had_ jeans like that."

Pietro snickered. "Looks like our little Avalanche has caught himself a Kitty."

* * *

Charles Xavier was making introductions to the new mutants. He just finished introducing everyone in the Rec Room, including the adults. Benj sat next to Leo, who was standing, in a wheelchair supplied by the professor. He still wasn't feeling strong enough to stand on his own, but was not going to miss being introduced to everyone.

The professor gestured to the new mutants each in turn, "And everyone this is Leo Dyson, Benjamin-"

"Benj. Just Benj." The blonde newcomer interrupted. "Benjamin is far too sophisticated for me, and Ben isn't enough."

The professor gave a polite smile and continued. "Yes, Benj Dents, and Tyler Dyson." Tyler had been standing off to the side, leaning against the wall with his face covered, but he walked up behind Benj and stood there after the professor said his name.

Leo flashed his crazy smile that was starting to become a common sight to the X-Men. "Thanks, guys. We're really looking forward to staying here."

"So your parents just allowed you to come stay here?" Bobby asked. "I know my parents put up quite a fight."

Leo and Benj's faces darkened. The feline mutant's face twisted as he felt anger rising up inside of him, and then he walked out in tense silence.

"Leo!" The professor called after him.

"I'll go talk to him…" Tyler said, leaving as well.

An awkward silence extended out. Benj cleared his throat. "Uh… excuse my brothers. Their parents died recently, a few months ago, and they're having a hard time."

"Wait, their parents? Don' yall have the same parents?" Rogue questioned.

"Well, see… My parents died when I was seven. They were killed in a car crash. The Dysons, well their mom and step-dad, were my godparents, and adopted me." His voice wavered. "They died in a fire a few months ago. It's been hard on all of us."

"That would explain the diffahent last names…" Rogue muttered out the side of her mouth to Kitty.

The professor spoke, "We're sorry for your loss Benj. I will go talk to Leo as well." He turned to the X-Men. "Scott, Kurt, why don't you give Benj a tour of the mansion? The rest of you are free to go."

* * *

Rogue walked back to her room. Ever since her self-possessed event, she had been given her own room. This promised a bit more space between her and the voices in her head. And currently there was a book on her nightstand with her name on it, _Leviathan_.

She walked by Kitty's open door. Inside the girl was preparing for a date with Lance. She was stressing out over what shirt to wear, holding the two shirts alternatingly in front of her. Rogue walked in unnoticed. "Are ya goin' on anothah date with Lance?"

Kitty yelped. She turned to face Rogue, "Like, don't do that!" She rushed over and closed the door behind her, peering out into the hall beforehand. "Like, why don' you just announce it to, like, the whole mansion, you know?"

Rogue laughed at her as she sat on Kitty's bed. "Might as well, seein' that yall are so _mushy_."

Kitty rolled her eyes, and selected her shirt.

Rogue leaned forward and asked softly, "So are ya goin' ta tell him?"

Kitty pulled on the new shirt and stared at Rogue. "Tell him, like, what?"

She leaned back on the bed, a wry smile growing on her face. "That ya love him, of course!"

"…I don't know what you mean." Kitty said, her face set like stone. She was a terrible liar.

Again, Rogue laughed at the poor girl. "Don't give me crap, Kitty. Ya're inside mah head. Plus since ya are still riskin' everyone findin' out, and makin' fun of ya for it or for Scott ta flip, ya must be." Rogue had the uncanny ability to know just what was going on, since all the X-Men were inside her head.

Kitty frowned, "But what if, like, you know… he doesn't love me back? Like, I'm not ready to make that big a fool of myself."

Rogue got up and stood next to her friend. "Ya forgot again. Lance is in mah head too. Ah know for a fact he loves ya." When Kitty looked ready to protest, Rogue turned her around to face her and continued. "Ah mean, think about it. Lance has nothing in his life right now, but ya. The Brothahhood ain't there for him, Magneto doesn't want him, hell, Lance ain't sure if he even wants himself." Her emerald eyes connected with the younger girl's hazel ones. "All he has is ya, Kit."

She turned away. Since they stopped sharing a room, the two girls had actually grown closer. They lost the tension of sharing a room, with the fighting over keeping it clean and missing socks. Even now Kitty was the first one Rogue would talk to about her dreams, if she could avoid getting the professor involved, and Kitty began to rely more on Rogue's input when it came to her and Lance. After all, it was hard keeping your boyfriend a secret from the whole school, but Rogue helped her however she could.

In a surge of gratitude, Kitty turned back around and hugged Rogue. The older girl stiffened, even with clothes completely covering both of them, Rogue wasn't used to any type of touching. Standing there unsure what to do, she watched Kitty melt through the floor.

* * *

"Well that could've been better." Leo grumbled to himself. Both Ty and the professor had come to talk to him about storming off. Neither really knew what had been going through his head. Ty hadn't experienced the full story of what happened after their parents' deaths; _he'd_ been in the fire! Leo blamed himself for it, thanks to his damn mutation. (Though that story is for another time.)

Then the professor started trying to understand, and that really got his goat. The bald man attempted to pry into his thoughts, both literally and metaphorically. Every time that man poked his mind into Leo's, he felt it. Benj had trained him to feel even the most gentlest of physic blasts, and to repel them. At the time, and even still he wasn't sure why'd they trained, but either way he was glad for it. To make it worse every time Leo sent the professor's mind away, the professor would get this funny look on his face, and would raise an eyebrow. That got annoying.

_No bald men in my head, oh no_. Leo said to himself. Now once again he would be in trouble for leaving in the middle of a conversation, but he couldn't take it. His mother and Pablo's deaths… they were too fresh in his mind.

* * *

Tyler turned his bright red head to the professor. "I just don't know what, professor."

Professor X shook his head. "When he's ready, he'll talk about it; but until then we'll wait."

The younger man frowned. He wondered if he knew just what had been going through his little brother's head. Leo always blamed himself for their parents' deaths. He wished he wouldn't, it wasn't just Leo. It wasn't like Tyler had done any good trying to save them.

He snapped out of his thoughts as the professor's mental voice rang out.

'_Scott, Kurt, see if you can find Leo, and then come to my office. You can give the tour to all three of our new students.'_

'_On it!_' Kurt mentally replied. He ported into the professor's office and took Ty by the arm. Tyler jerked away.

"Ahh! A little warning!" He yelled out, surprised. His hood fell off his head.

Before he could stop himself, Kurt took a sharp intake of breath. It was the first time he had completely seen Tyler's face. Tyler shrank back, ashamed, tossing his hood back over his head.

"No, dude. It's cool!" Kurt said over enthusiastically. "I get it." He fiddled with his image inducer, switching himself between "normal" looking Kurt and mutated Kurt. He'd been furry and blue most of the afternoon (and all of his life, really), but none of the new students took any notice. Now he knew why, Tyler's appearance was quite shocking. "Come one, man! I'll show you around." With that, Kurt grabbed his elbow and ported out.

* * *

"…and this is the Danger Room. The last, and most exciting part of our tour." Scott said. He and Kurt had showed the three mutants everything, but saved the best for last. Despite the new arrivals, Logan and some of the younger students were having a Danger Room session.

The five mutants stood in a long mental hallway with locker-like compartments on either side. The younger students were gearing up.

"Kurt, put us up in the control booth. We can get the best view from there." Scott grinned.

Despite Leo's foul mood, he'd enjoyed the tour; but what he saw in the Danger Room made the night.

Logan's session was something on strategic points, knowing when and where to strike to get the most out of your punch. Leo didn't pay too much attention to that, but watched the action with determination.

Iceman, Berserker, Magma, and Tabitha ("If you _dare_ trying to call me 'Boom-boom' again") were suited up and ready. When it started, three cannons emerged from the floor. Leo felt the power fluctuating from the three in the crystal in his chest. Although he was positive all three would hurt, he could feel that the cannon on the far left shorted out every fifteen seconds. The one in the middle had a weak connection between the laser part and its base. There was a small joint he saw (with guidance from his crystal) that if hit, would destroy the whole thing. The last cannon was simply rotating around in a seemingly random pattern, shooting thing. Though as Leo watched, the pattern was obvious: quarter turn right, half turn left, spin around twice going right, then a two-second increment between left and right turns before repeating.

He watched smugly as the newer X-Men tried several maneuvers, anxious for when they would get it right.

"Come on guys!" Bobby yelled. There were smoking holes in their uniforms already. "Amara, try hitting the middle's joint!" Iceman had clearly taken charge now. Amara sent a stream of lava through the air, right to the cannon's weak point. It crumbled.

Berserker was the next to take down a cannon. He and Tabitha circled around the spinning cannon until he had a long enough break from dodging lasers to fire.

Finally, with only one cannon left the four of them focused their powers on it. The cannon exploded. The teens cheered, but Logan walked over grumbling.

"Took you all long enough." He frowned, but then flashed a smug smile. "But I guess you passed."

The teens cheered again and ran out of the Danger Room.

Logan looked up to the control panel, "Well, are you guys just gonna watch, or are you gonna take your turn?"

Scott turned on the intercom in the Danger Room after flushing slightly red from being noticed. "No, Wolverine, we were just finishing our tour." He turned to the new mutants, "Unless of course, you wanted to try it out before dinner?"

Benj shook his head, "No way, I can't even stand at the moment." He shoved off on his wheelchair and went rolling across the room.

Leo grinned with wolfish glee. "Sure, I'd love to try it out." He turned to Tyler, "Ty, you up for it?"

The older mutant stared at him with cold blue eyes, "No. I don't have any real powers anyways."

Scott turned to Ty. "Well, you'll never know if you don't try, but hey. Not everyone has to do Danger Room exercises on their first day. Come on Leo, you can borrow one of my old uniforms." He motioned for Leo to follow.

* * *

Leo looked really funny in Scott's uniform, and he knew it. When he wasn't shifted, he was just as skinny as Scott, but about a foot shorter. The sleeves and pant legs were cuffed four times so it didn't completely swallow his hands and feet. Then there was when he was shifted. In his lion humanoid shift, Leo was taller than Scott, with twice the muscle. It looked like someone had tried to shove a football player into a scarecrow's clothes.

Logan couldn't help but chuckle when Scott and the new kid came into the Danger Room. Both were suited up in matching uniforms, but it made Leo look like a Cyclops wantabee.

"Alright kid, I haven't seen you in your full out lion shift, so let's see it." Logan commanded.

Sighing, Leo focused on shifting for a second. He shifted into a lion humanoid, his hair grew into a fiery mane, his jaw widened while his canines sharpened and grew longer. He finished his shift and was covered in golden fur. He flicked his tail from the small hole they had to cut out for it. He couldn't even move his arms. He felt ridiculous.

At least he wasn't being swallowed by the uniform.

Logan chuckled again, "Alright, you know what? I don't think this is gonna work. Can you even move in that thing?"

Leo looked down at himself and fingered the obnoxiously huge X on his chest. He groaned. "No, I feel like a sausage."

Wolverine chuckled. "Then we'll just have to hold off Danger Room fun until you get some proper slops." Just then a bell rang through the entire mansion. "Good thing too, it's time for dinner."

* * *

Dinner was a chaotic affair at the Xavier Mansion. Leo was joking around with all the other guys at the table. Benj sat next to him in his borrowed wheel chair. Ty was next, head still covered, sitting next to Kurt who had left his holographic disguise off.

The food was spread out all along the table, but a lot of the X-Men had food needs. Ray couldn't eat anything with peanuts, Kitty was a vegetarian, Rogue couldn't have her food touching (thanks Mazzie May for that idea), Scott was obsessed with health food, Bobby wouldn't eat anything with too much salt, and Kurt was afraid of eating anything blue. So extra "special needs food" was sprinkled throughout the normal food.

Everyone started digging in. Leo glanced awkwardly at Benj. _'Should we still say grace?'_ he asked mentally.

_'Yeah, you want to?'_ Benj responded, bowing his head.

"Father God, thank you for this food. Also thanks for bringing us to the X-Men, I know this is goin' to be great." Kurt looked over at Leo and joined into the prayer.

"Thanks Lord for these new mutants. Leo, Benj, and Ty are great." Rogue looked at Kurt, raising an eyebrow, but remaining respectful. "Help Ty realize that here among friends, he has nothing to hide." Kurt finished.

"In Your name we pray, Amen." Leo ended with. He looked over at Kurt. "Do you usually-?"

"Da, but usually not out loud." Kurt grinned at Leo, "It's nice to know I'm not the only one though." He turned to Ty. "Maybe you should take your hood off now, no one here is going to care."

Ty shook his head. "Not now… I… I'm not ready yet." Kurt frowned slightly but said nothing.

"Where's Kitty?" Jean asked in general to everyone.

The table got quite for a second then Rogue said, "She wasn't feelin' well so she stayed upstairs in her room."

Storm got up, "Well then I'll just bring her dinner up to her."

Rogue stopped her, "Ya don't have to do that, Storm. Ah'll bring it up ta her." She grabbed the plate Storm had for Kitty and headed upstairs to feed the invisible Kitty.

"Kitty is so gonna owe me one." Rogue mumbled as she put the plate of food in Kitty's room.

* * *

Lance sat inside his Jeep, waiting for Kitty just outside the Xavier mansion's gates. He strained his eyes trying to catch a glimpse of Kitty on the grounds. At last she came into view. He smiled.

She phased through the gates and ran over to his Jeep. "Like, hi Lance. How's it going?"

"Pretty good." He got up out of the driver's seat and opened the car door for her. "I hope you like Italian, Kitty."

"Sounds delicious Lance."

He got back in the driver's seat and drove off.

* * *

"Right this way," the waiter said, leading the pair off to a table.

The restaurant was a simple one, Lance could not afford much, and he usually tried to deny Kitty from paying. The lighting was low and the waiter seated them in a corner off to the side.

When their food arrived, Lance dug in eagerly. He'd been skipping some meals to afford a special meal with Kitty. Tonight he was going to grow some balls and tell her.

"Uh, Kitty." He said, after they had spent several minutes making small talk.

"Yeah Lance?"

He took a deep breath and looked into her hazel eyes. _Man, what did I get myself into?_ He asked himself. Things just kept getting harder. He'd backed out too many times though, _Time to be a man._ He leaned over and kissed her.

"I love you Kitty." He said quietly. "And I don't care what the others think."

She stared at him. "Rogue was right." She whispered.

Lance looked hurt. _Rogue? What did __she__ have to do with anything?_

Kitty looked back up at Lance, and kissed him. "I love you too."

"What did Rogue say now?" Lance asked when they pulled apart.

"It's just that today she was talking to me about telling you that, you know, I love you. Because you already did." Kitty answered.

He was confused. "What? How did she-" he stopped. _Her powers, you imbecile._ "Soo… if I hadn't just said it, you would have."

"Like, yeah. You know I hate how she knows more about our relationship than, like, we do."

Lance laughed. "You know Kitty; she's not that bad a friend to have. I wish one fo the Brotherhood guys could be like her. I can't confide in any of those blockheads."

She giggled, "What? The Blob isn't the one you go to for relationship advice? Like, I thought you did."

They both laughed.

When they managed to stop, Kitty brought up the subject she kept trying to push. "You know, Lance, you should or could, like, try to come back to the Institute." He grimaced, the last time hadn't ended well. "Oh come on Lance! I don't think they would act like they did the last time. You're different now."

He shook his head. "No way Kitty, maybe later on, but right now? There's still no way the X-Men would allow me there."

"Like, I don't know Lance. After this whole Apocalypse thing? And, like, we just got three new mutants, so, like, at least the attention would be spread out. And like," she held his hand on the table, "I'd be there for you. Plus at least three guys there wouldn't know you already, you know?"

He turned away, "Let's just drop this Kitty. I want to have a lovely date with you, without the X-Men."

"Alright." She moved her chair closer beside his and kissed him again, wrapping her arms around him.

* * *

After dinner Leo and Benj headed to their room to unpack and personalize. Ty had his own room, since he was plenty older than any of the other students, already at the age of twenty-seven.

Rogue was headed out to help Kitty sneak back in, without being noticed. Easier said than done in a house full of mutants.

The Jeep pulled up to the side gate while Rogue stood just outside. Kitty leaned over and kissed Lance again, mumbling a good-bye. Rogue rolled her eyes. _Couples_.

"Come on Kitty!" She hissed. Kitty stuck her tongue out at Rogue. Lance came over to Kitty's side and opened her door.

"I would walk you all the way back, but…" he trailed off.

She kissed him again, getting a snort from Rogue. "It's okay, we'll tell them some other time." Then she left, phasing through the gate to Rogue.

"So mushy!" Rogue whispered to Kitty as they slunk back across the grounds.

* * *

**Fun Fact#6: _Leviathan _is a real book, by Scott Westerfield (who wrote _The Uglies_) and it's awesome, I suggest you check it out!**

**Fun Fact #7: This is as good as I'm going to get at romance. It's not my forte, though it's always a part of every story. Don't get your hopes up for fluff, I much rather leave you at evil cliff hangers than satisfy your fangirling. :D**

**I'll try to get Chapter 4 up in the next two days, no. I will. There's my deadline. Expect it at like 2 in the morning.**


	4. Chapter 4: For a While

**Disclaimer: The X-Men aren't mine, they're Marvel's. The only characters I claim (for now) are Leo, Benj, Tyler, and Seth.**

**Author's note: **Well it's 2am somewhere.

Tada! Chapter 4. And history on this chapter is this one I like to call the Wimpy Bridge, because it's mostly a bridging chapter in the storyline. The story is shifting gears here. For you classic readers, there is a new bit in this chapter toward the end with Kelly. Ohhh I hate him!

So without further ado.

**Enjoy the "Wimpy Bridge". Don't slip. Leave a note.**

* * *

**For a While**

Warm rays of sunlight filtered through the window blinds. Leo squinted, shifting to avoid their harsh glare. Unable to bear it any longer he sat up on his new bed at the Xavier Institute.

He looked over at Benj, who was fast asleep on the bed opposite his. The two of them had spent half the night arranging things and personalizing their room.

The two beds sat on opposite walls, each with the longer side against the wall. There was a nightstand for each of them; Leo placed his at the head of his bed, while Benj placed his at the foot. Benj had the unwelcome habit of completely flipping around during the night and sleeping backwards in his bed so the location of his clock and nightstand was perfect. On Leo's nightstand sat a gray alarm clock with glowing red numbers, it read 7:02.

Leo sighed, and breathed in his new home. He glanced back at Benj.

The blonde lay sprawled out completely on his bed, his arm hung over the side. The exhausted teen had fallen asleep with his jeans on. It almost looked like he had fallen into slumber while he was changing into pajamas (which was completely plausible), his borrowed shirt laid in a crumpled heap next to his bed.

Kurt had been nice enough to loan Benj a shirt, since his had been torched, but it had been covered in tiny blue, scratchy hairs. He hadn't said anything, but Leo knew it had bugged the crap out of him all day.

It was much too early for Benj to be up, partially because of their late night, but also because he was a late riser. The teen continued to sleep soundly, despite his brother's waking.

Leo got up and crept toward the closet. He opened it, flinching when it creaked, then grabbed a pair of khaki shorts and his zoo uniform shirt, which he had managed to snag before he left the zoo the day before. Luckily he hadn't worn the shirt yesterday when he lost control. A shirt emblazoned "Leo" would be hard to ignore. The zoo already risked enough for him. He threw on his clothing hastily and snatched the truck keys.

He still had a job to finish.

* * *

Logan sat in the kitchen, drinking his coffee and reading through the newspaper. Kitty sat at the table, typing a letter to her parents. It was a type of silence the two had started to enjoy and become accustomed to.

_You wouldn't believe what happened yesterday. _Kitty wrote. _This kid—_

Then Leo came in. The teen's hair was freshly spiked, and he wore a polished set of blue colored shark's teeth around the leather chain on his neck. He didn't mean to be loud, but he was. The moment he slammed into the door it shattered the tender silence both Kitty and Logan were enjoying.

"Uh…" he said, glancing between the two. Obviously he had interrupted something, from the frustrated looks he was getting from the two. He gulped; it would take a while to get used to living with so many people. "Uhhh… Morning. Getting breakfast." He stood there awkwardly, swishing his tail back and forth.

"Can I help you with somethin' kid?" Logan grunted, breaking the silence he held. He folded his newspaper neatly.

"Yeah, uh… how do you open the gates? I gotta get to work." Leo answered.

"Work?" Kitty asked, shocked. None of the other X-Men held jobs, well not the kids at least.

"Yes, Kitty. Work." He said, impatient. "Look, if I don't leave now I'll be late for my last day… at least for a while." He walked over to the cupboard and pulled out a box of cereal, pausing as he tried to remember where the bowls were.

"Top right." Logan got up from his chair and set aside his coffee mug and paper. The teen had grabbed his necessary food items and sat down at the table to dig in. "I'll open the gates for you, kid. Just remember, try to be back here by four o'clock. The professor wants to get you fitted into a uniform." He looked the teen up and down, noticing the uniform. "You work at the zoo? Know anything about that attack yesterday?" As soon as he finished the question he knew he shouldn't have. Wafts of fear came off of Leo, who was thinking that if he told the truth; he would be gone, banished from his new home.

The gruff man sighed, "Never mind that. Come on kid, off to work!"

* * *

Leo pulled through the Institute gates, and nodded at the solemn Logan who was standing to the side. He'd made him promise not to mention the zoo incident until, well, the professor asked. Not like Leo could hide it forever, but he wanted to deal with it later. Now was not a good time.

He reached the Bayville Zoo in less time than he thought, and entered in the employee entrance. Mr. Walkman stood there, waiting for him.

_That's strange. _He thought. _Seth is usually the one who I would see first._

He glanced back at the parking lot, scanning for Seth Severus' silver car. It was missing. He turned back and jogged up to the gates.

"Good morning, Mr. Walkman. Ready to get to work!" Leo said cheerfully. He faked it well.

"Likewise." The man answered, his gray mustache bristling.

"Sir, where is Seth?" Leo asked.

Mr. Walkman turned to Leo as they walked down to the lion enclosure. "Mr. Severus wasn't feeling well this morning and called in sick. He hasn't really been himself the last couple days."

With a start, Leo realized it too. Seth hadn't been his usual cheerfully serious self yesterday. Leo contributed it to the fact that he attacked zoo guests, but even still, Seth had seemed angry and dismal before that as well.

Suddenly he felt very worried for the mutant supervisor.

But he had little time to worry, his job was just beginning. They had arrived at the lion enclosure.

"Alright, Leo. You know what to do." Mr. Walkman said, leaving Leo to his tasks.

Leo turned to the two zoo employees who were there to assist with the lions. "Drake, Pat," he said, nodding. "You clear on the plan?"

Drake, a young college-aged man with blonde hair, and Pat, a similarly aged black man, nodded. Pat hefted a tranquilizer gun onto his shoulder as the three made their way closer.

"Hey, Leo. What exactly happened yesterday?" Pat asked just as Leo was climbing into the enclosure.

He froze. "I'll tell you later. Hand me the tranquilizer." Neither were mutants, and in all honesty, Leo had no intention on telling them what happened.

He finished climbing the gate and crept through the enclosure, looking for the injured lions. He was going to tranquilize them, then carry them out. He sighed. It would take less time if another employee went with him, but he was the only one for sure the lions would not try to eat.

It sucked being a mutant. You got used, a lot.

* * *

Benj rolled over to hide his face from the light, but instead flopped off the bed. He groaned and threw his arm across his face. The wound in his side was throbbing to a whole different beat today.

_Great._ He thought. _And now I'm stuck on the floor._

He remembered asking Dr. McCoy why it was his legs weren't working. The Beast explained that it had something to do with the electric current scrambling and confusing his nerves. He deemed that whatever the reason, it sucked. Impossible to skate without legs.

He tried sitting up, but the sudden movement split his side. Leo was gone, he knew that. There was no way Benj was going to try and call out for some random X-Man to help him so he came to a decision on what to do. He was going to lie on the floor. Forever if need be.

Luckily for him, a savior came. And he was fuzzy.

A puff of smoke entered the corner of the room, followed immediately by Kurt.

"Benj! Leo! You're going to miss breakfast!" Kurt yelled in utter dismay. Missing breakfast to him was like dying. He looked down at Benj. "Vhat are you doing on da floor? And where's Leo?"

Benj smiled, and then groaned in pain. "Leo's at work. Now the answer to your first question: It's a new perspective on life. 'Cept I can't get up. You mind helping me?" Kurt bend down to help him up by supporting him on his left side. "Ahh! No, no, Kurt get on my other side. Thanks," he said as Kurt helped him into the wheelchair sitting beside the bed. He wheeled himself over to the open closet and grabbed a dark green shirt. "Breakfast you said?" Benj called as he speedily wheeled himself out of the room. Kurt followed behind.

"Hey wait for me!" Kurt said, bounding after him.

* * *

_Kelly Campaign Headquarters, Downtown Bayville_

"Sir?"

A man with graying brown hair, and thick rimmed glasses looked up from his desk where he was writing something on a pad of paper. An irritated look flashed across his face as he sat up straight, fixing his tie, and sliding the pad of paper into the first drawer on his desk. It was none other than the former Principal Edward Kelly.

"Yes what is it?" He asked sharply, looking pointedly at the male college intern in the doorway of his office.

The young man flushed. "Uh… well there's another reporter here. They want to get your opinion—"

"On the attack yesterday?" Kelly finished, with a nonchalant air. "Tell them to return later or use the clips from another news network." He waved his hand in the air and made as to draw back out the paper he had been writing.

The intern cleared his throat. "Well, uh… sir. It's Channel 4."

Kelly straightened back up, frowning. "Who let the liberals in?" Channel 4. They would spin his comments in a bad light. "Oh never mind. Let them in."

The intern nodded and backed out hastily. Kelly made a mental note to find someone else. That boy had no backbone.

The intern returned with a young journalist with short black hair. The new man had a pinched look to his face, and he looked greedily around the room when he entered.

The journalist's eyes fell on Kelly and he grinned. "Hello, sir. Thank you for agreeing to see me, Mr. Kelly." He extended his hand.

Kelly looked up at him, and standing slowly he gripped the hand in front of him with a forced smile. "Yes, of course, please," he gestured to the intern, "sit. We'll get a chair here in a moment."

The intern scurried out, returning in seconds with a wooden chair, which he set down on the opposite side of the desk.

"Thank you… uh, Frank, you can go." Kelly said sharply.

The journalist sat as the door snapped shut behind him. He looked around the room again, as if he was searching for evidence of something, but he snapped his eyes back to his prey quickly. His gaze was truly predatory.

"Now, Mr. Kelly…" He pulled a tape recorder out of his jacket and laid it on the desk. "Do you mind if I record this?"

Kelly kept down a twitching smile. Perhaps having himself recorded would make it more difficult for this slimy journalist to twist his words. "Go ahead." He grunted.

The man pulled a pencil and pad of paper out of his jacket as well and tapped the recorder. It started.

"So, Mr. Kelly. What do you understand about the attack yesterday?"

"From what I've heard, two innocent young men were attacked viciously by a mutant, sending one of them to the hospital. The zoo has refused to look further into the incident, making it appear as though they have some guilt in this. It makes me believe the mutant was a zoo employee. Why they would have ever hired such a dangerous individual is beyond me."

The journalist scribbled something. "And this just goes along with what you always say, that mutants are dangers to the public."

"Exactly! And we humans have a right to have ourselves protected against these-" he stopped, momentarily considering wordings, "-_people_, who have already caused massive distress."

"Do you believe all mutants are like this? After all, the X-Men have done numerous rescue missions and helped investigate the strange happenings this last month with the pyramids."

Kelly sneered. "If you would remember, I used to be their principal. They are nothing but trouble. If you would like to believe there are a few good mutants out there, the number of dangerous, vicious, and malicious ones far out-number them. The good of the many out-weighs the good of the few. This is why I desire to implement a Mutant Registration Act when I am elected."

"When? You are very confident aren't you, Mr. Kelly?

"I believe the public will see what is best for them." The mayoral candidate said, smiling.

"Mm… well don't you think this act idea of yours will impede citizens' rights? I understand the good of the many versus the good of the few, but you are aware that Bayville has a large mutant population, aren't you?"

Kelly frowned. "And how would you know about our mutant population? Mutants aren't officially documented yet."

"Informal survey, could you answer the question?" The journalist prodded.

"I don't know if you can truly consider many of these mutants '_citizens'_, many do not participate in any way in public. And they are a _danger_ to the public. You don't let a violent dog run free. You put it down. This act would be much more humane than that. We simply would alert the public to these dangers." He paused. "This system is similarly used with sex offenders, known violators and dangerous adults. It would be—"

"So would you have only adults register then?"

"No." Kelly said forcibly. "After all, the X-Men and Brotherhood mutants are mostly comprised of teenagers. Plus, from the research I have conducted, the most dangerous mutants are those whose powers are first emerging. This power discovery happens most often when the mutants are reaching puberty. To not alert humans of possible mutants like this-"

"And how would you mark unknown mutants? Children whose powers have not come in?" The journalist rattled off.

"It is a genetic trait, the offspring of mutants would be marked." Kelly was becoming frustrated.

"But what if they never develop any superhuman abilities? What then? You have condemned an innocent!" The man continued. He said this with glee, as if he had won a victory.

Kelly responded carefully, as if slowly navigating around a trap. "…Well… not every system is perfect. We would do our best to develop ways of detecting the mutant earlier on. And truly we are not condemning anyone. It is simply a marking system to let others become aware of possible dangers. No rights will be infringed after registration."

"What about in the process?"

"May I remind you that any law enforcement would act with upmost respect to individuals." Kelly smiled. "Is that enough now?"

The journalist frowned, but he knew he had overstayed his welcome. "Hem, well thank you Mr. Kelly. I hope we can speak again."

Kelly got up and opened his office door for the man. As he left he muttered. "I hope not."

He shut the door quietly and walked back to his desk, withdrawing his pad of paper. He took a pen from the navy blue coffee mug on his desk and stared down at the paper. He read back over it to ensure it seemed vague enough to send the note.

_Coop,_

_Thank you for your help, your suggestion for an MRD is being considered. It seems fascinating. Very helpful. But be careful. Let's not have hasty action._

_Everything will fall into place._

_-Ed_

He folded the paper and placed it in an envelope addressed to New York City.

Kelly smiled with grim satisfaction. Even with the unfavorable press visit today, it would have little effect on the rest of his campaign. Especially with his lofty campaign donations from the head of Cooper Industries himself.

* * *

_Bayville Zoo_

The job was finished in little time, but still more than Leo would have liked. Leo saw that his pride go to the infirmary okay, and then he practically bolted out. He stopped by Mr. Walkman's office on the way out to receive his last paycheck for a while.

_For a while._ That was the phrase he would use. It seemed hopeful, though he didn't completely believe it.

He knocked on the door then went in. Mr. Walkman looked up from some paperwork and sighed.

"Glad you're here Leo. I'm sorry about all of this."

Leo nodded, trying to keep the lump in his throat down. It couldn't just be ending.

_It was those damn jocks anyways._ Leo told himself. _I swear if I see them at school, I won't hesitate to grind them into dust however I can._

Mr. Walkman signed a check and handed it to Leo. "Son, you know that if I had another choice… but the Zoo Board will find out soon enough. This is the best way to protect you from getting into any real trouble. I'll call you when it is okay for you to return."

"Yes, sir." Leo answered gruffly.

He turned and retreated back to his pick-up. Once there he turned the stereo on full blast and drove back to the Institute. There might as well have been a dark cloud over Leo's head.

* * *

**Fun fact #8: This chapter is commonly referred to by me as "Wimpy Bridge", and I will refer to it as that again.**

**Fun fact #9: Seth Severus and Cooper Industries are names to not forget. They both come back. Seth much sooner though.**

**I'll do a double update next of the Taming Lions chapters (for those who remember). I may actually add in the scene mentioned at the beginning of chapter 6 since it was also a notably short chapter.**

**And thanks to San child of the wolves who has read all that I've put up so far. One of my favorite readers whose OCs I can't wait to bring them back in. San is currently the only reviewer on this story, and I thank them for their encouragement in my reboot. Motivates me to move faster.**

**~Keep writing strong.**


	5. Chapter 5: Taming Lions, Part 1

**Disclaimer: The X-Men aren't mine, they're Marvel's. But you know, if I could professionally write for them that'd be awesome.**

**Author's note: **BETA!

Okay so this was a tad longer getting out that it should've because my buddy offered to Beta for me. Like he created an account on fanfic and everything. He's my favorite person this week. :D

So this chapter is part of a two-part "episode" mostly focusing on Leo and Logan. The brothers also get their codenames this chapter! Yeah! It took me a while originally for Benj's, and Leo's name's so ironic as it is you know so...

Anyways. I bring to you the half of Taming Lions I like to call: 'Danger Room Fun'

(second half should be up later today, if my friend edits it fast? :D)

**Enjoy. Read. Review. Write for fun.**

* * *

**Taming Lions, Part 1**

Wolverine would never admit this to anyone, but he was starting to take a liking to Leo. A lot had happened in the past three weeks since he and his brothers first arrived.

* * *

It was the morning of Leo's last day of work for the Bayville Zoo.

Typically the students and teachers at the Xavier Institute ate breakfast at erratic times, but the professor had insisted on one big breakfast to welcome their newest students. Then again, he hadn't planned on one of them being absent.

Benj came flying into the room on his borrowed wheelchair, followed closely behind by Kurt. Everyone else had been woken up, to some of their dismay, and assembled around the long table which was covered in the perfect breakfast food: PANCAKES! (to put it in Kurt's words)

Talk was light that morning, and the professor's questions of where Leo was were answered simply. He was at work, but this would be the last time for the next few weeks.

The professor asked to see Logan after breakfast. He knew what Xavier would ask, and Logan knew he wouldn't answer, not fully anyways.

Benj had just finished his seventh pancake and fourth strip of bacon when his cellphone rang from his pocket. Battle of Heroes rang out through the dining room.

Kurt laughed. "Is that what I think it is?"

Benj looked surprised, it was Vince's ringtone. "Uh, yeah. Battle of the Heroes, John Williams, in Star Wars…" he dug his phone out of his pocket and answered. "Vince?"

Ray, seated several seats away from Benj, scowled. He stabbed his pancake fiercely and shoved it in his mouth. Bobby took notice of the deterioration of his mood and elbowed him. Ray shook him off.

Logan's fine hearing picked up the other voice, a scratchy male voice. "Benj! Thank God! You're alive!"

Benj pushed off from the table, so he wasn't awkwardly having a phone conversation in the middle of everyone's breakfast. Nevertheless, all the mutants' eyes followed him. "Heck yeah I'm alive!"

"Well then where are you? Nearly gave me a heart attack when you didn't come back yesterday."

Benj grinned guiltily, he knew he should've let Vince know he was okay, but he had gotten caught up in the excitement. "I'm still at the Xavier Institute."

"What? Are they keepin' you prisoner or something?" Logan chuckled inwardly at that. This Vince character was pretty funny.

"No way, they invited me to stay." Benj replied eagerly.

"Alright Benj. Listen, I'll be there in ten."

"Wait, you don't-!" He looked down at his cell. Vince had hung up. Rolling forward, he turned to the professor, "Uh… Professor Xavier, can I have a friend over?"

The professor chuckled, "Well seeing as he's already on his way, of course ."

"Great!" The blonde teen replied as he rolled out of the room. His leaving was the cue for the rest of the students that they could follow suit. As the table cleared, Logan followed Professor Xavier into his study.

The professor folded his hands under his chin. "So what is really going on with Leo?"

"Look Chuck, I promised the kid I wouldn't tell you. He's pretty keen on explaining himself to you." Logan grumbled.

The professor nodded, and looked at Logan, who was leaning up against Xavier's desk. "I understand…. He was the mutant attacker, wasn't he?"

"Honestly I don't know."

* * *

"Ray. Ray!" Bobby called down the hall, but the boy was already rounding the corner. Ray had practically bolted after breakfast, and Bobby couldn't figure out why. The teen had always possessed a prickly nature, but he was certainly acting strange. He kept to himself mostly, and despite sharing a room with him for over a year, Bobby knew very little about him.

Bobby sighed, but decided to pursue anyways. He stuck his hand out and ice slid after him.

"Bobby! Not inside!"

But he ignored them, he wanted some answers. There was one big thing that Apocalypse changed in him. He was tired of his usual meek acceptance of being left out of the loop.

"Ray!" He reached out as he caught up to the mutant, and grabbed his shoulder. Ray whirled around and shoved him.

"Hey! Knock it off!" Ray roared.

"Dude?!" Bobby yelled, slipping off the slide. "Man what's up with you? You're acting weirder than usual."

The blonde mutant sighed, shrugging his shoulders. He nodded toward their door. "Look, I'll talk to you I guess."

"Finally." Bobby muttered, following him in.

Ray stopped just short of the door, enough space was left to close it. "This new guy…"

"What? What's this new guy got on you?"

Ray looked up with a fierce look on his face. "Ain't so much him, his taste in company sucks."

Bobby raised an eyebrow, though it made sense as Benj had already attempted to break into the Institute.

Ray groaned. "Dude, I fought the kid. Start of the summer. His friend, Vince, stole my girlfriend."

* * *

Vince's visit

A teen with short black hair skateboarded up to the Xavier Mansion's gates. He waved his arms at a camera perched at the top of the gate post, assuming he was expected. The gates swung wide. Vince kicked up his skateboard and walked in.

He was startled when Benj rolled up to him. "What the hell?" He asked as he and Benj grasped arms.

"Hey, you never asked if I was hurt, only if I was dead. Which that question, by the way, was idiotic." Benj joked.

The black-haired teen laughed, a scratchy unnatural sound. "Yeah, I suppose it was." He raised an eyebrow at Benj. "You sure you can't walk? I was hoping to do some skating." Vince finished his statement, kneeling down to be at eye level with Benj.

"Don't think so. I collapsed this morning. But let's see how far I can get." Benj answered. He was always one to push himself, often beyond his limits. Vince helped hoist Benj up, slipping his arm under Benj's. It appeared to be a strange hug for anyone who could have been watching.

And that's what Bobby and Ray were doing. The two had been watching from a small distance away, hidden behind one of the lawn's trees. Ray was convinced this friend of Benj's was the teenager that stole his girlfriend. They were both interested in this friend, but Bobby had more of a mere curiosity than any sort of malicious intent. Ray, on the other hand, wanted to see if he could tie up loose ends. They approached the other pair as Benj stood fully up and leaned heavily on Vince.

"Are you going to introduce us to your boyfriend, here Benj?" Bobby asked teasingly with Ray trailing closely behind.

The two skaters looked at each other for a moment. Then they burst out laughing.

Bobby had a small, embarrassed smile on his face. He didn't think they would laugh so much. Benj was gasping for breath, but he waved to Vince, hinting to tone down the laughter. Benj steadied his breathing, took a deep breath and laughed a little bit more. Finally the laughter died down, after leaving Bobby standing there, uncomfortable and looking like a moron.

"We're not gay, Bobby." Benj answered him at last, a smile still plastered on his face. "Vince," he gestured to the human beside him, "this is Bobby and—"

"Ray Crisp." Vince finished, a dangerous and dark edge to his voice.

"Vincent Bohr." Ray stepped forward and glared at Benj, "Oh I know where I've seen you from. I'm positive now." He pointed at Vince. "You're one of this, this… ah! One of HIS friends! Don't remember me either eh? Think back two weeks skate-scum."

Benj's only response was to look confused, as he watched an argument between Vince and Ray, over… a girl? Then he remembered, it hit him like a fist as the other two shouted. When he'd first came to Bayville he'd met Vince at a skate park. He'd instantly taken a liking to the black-haired teen and backed him up in a fight a week and a half later. He hadn't thought much about it, but Vince was caught by surprise when the fight had started, and Benj wasn't one to sit idly by. Now when Benj looked at Ray, he remembered the brawl he'd been involved in, it had been over Vince's girlfriend he discovered afterwards.

"Hey, it wasn't my fault she came to her senses Ray!" Vince shouted, still supporting Benj.

Ray advanced scowling, "Only reason she chose you was—!"

"WAS WHAT?" Vince angrily interrupted.

Ray grabbed Vince's shirt, causing him to accidentally drop Benj as he tried to loosen the electric mutant's grasp. Benj stumbled back without Vince to support him and fell back into the wheelchair.

"Was because you are human and I am not!" With that he shoved the black-haired teen to the ground.

Vince rolled back up and took a fighting stance. He swung his left fist at Ray's head, who ducked underneath and caught the arm. Ray twisted the arm back behind Vince's back, and he responded in a cry of pain. Vince then aimed a back kick at Ray's groin. The mutant easily dodged the blow, but lost his grip on Vince's arm. He took a few steps back, and electric sparks began to dance up and down Berserker's arm.

Benj winced as he remembered the feeling of electricity pumping through his limbs. Both he and Bobby saw the danger before it happened. Bobby jumped in front of Ray and pinned his arms back in an effort to restrain his friend; Benj jerked Vince's arm back and sent a thought to him.

_'Stop it_.' Benj commanded. Although his psychic powers were weak, he sent what small amount of influence he could behind his words.

Vince froze and looked at Benj, instantly calm.

Ray, on the other hand, was struggling like mad against Bobby's hold. He let loose a string of curses at Vince, who simply shrugged them off.

"Let's go inside." The teen said, spinning Benj's wheelchair around. They headed toward the mansion.

* * *

The three new mutant's first Danger Room training showed that they were not as sure of their powers as they thought.

"Alright! Check it out!" Leo shouted, jumping around in his brand new X-Men uniform. He struck a pose.

Benj laughed at him. It was five days after Vince's visit, and Benj's side had mostly healed up. He still felt the pain every once in a while, but was perfectly capable now of walking, even running.

Leo's uniform was black like everyone else's with an X inside an oval on his chest, it was sleeveless with the classic yellow X shoulder pads, a thick yellow belt, and his boots were a sort of mesh that would allow his feet to grow into paws without ripping a new pair of boots every time.

Benj's was rather different from his brother's. It was still black, but had full sleeves, a large, forest green 'X' on his chest, and forest green X's on his upper arms. He also discovered from the few sessions he had done with Professor Xavier that his hair dipped into his eyes often. He'd secured a pair of flight goggles to help with that and when he propelled himself through the air.

Tyler, although he wasn't in the pair's room, had also been given a uniform. He'd asked the professor if a hood could be attached, and the professor complied. The two brothers were excited to get their first glance of Tyler in uniform.

Leo and Benj left their room in a surge of joy. Kurt bounded up to them in his uniform, "Are you guys ready for your first Danger Room session?"

"Oh yeah!" Leo said, striking his heroic pose again.

Nightcrawler laughed, "I hope you guys are ready. My first Danger Room session didn't end too well." He said sighing.

Benj chuckled at his fuzzy friend's dismay. "Will the professor give us our codenames after this then?" He wondered aloud.

"Probably, but I think we should just call you two: Furball and the Windbag." Kurt teased.

"Hey!" Leo yelled, offended. Kurt sped away with an annoyed "furball" behind him.

* * *

_Danger Room Controls_

Wolverine growled impatiently. Only half the students were present, and they were all supposed to have been there five minutes ago.

Then Kurt ported into the center of the control room. He was laughing.

"What is wrong with you elf?" Wolverine growled.

The door to the control room flew open and Leo ran out and tackled Kurt. Benj walked in after him and watched the scene unfolding with mild amusement.

Leo and Kurt were rolling around, Leo still feigning anger about the furball comment.

Wolverine, on the other hand, was literally about ready to explode. As the last of the students filed in he burst. He grabbed the two mutants by their necks and held them off the ground.

"WHAT DO YOU THINK YOU'RE DOING?" He snarled.

Kurt shrank back, but Leo stood his ground, "Sorry, sir. We were just messing around."

Shaking his head, Wolverine started ranting about how the Danger Room was not a playground.

Kitty giggled. "At least he isn't yelling at me this time." She muttered to Rogue.

The professor rolled in. "Wolverine."

He paused mid-sentence and set the two boys down. "Erm, Chuck. Are we ready to start?"

"Almost, only Tyler seems to be missing. We will begin the debriefing once he has arrived." The professor said, just as Ty walked in.

Tyler stopped in the doorway as every set of eyes turned to him. His uniform was the same basic one the "new recruits" wore, but had an included hood. He offered no apology for arriving late, but instead walked in silently.

"Alright, now that we are all here. Wolverine?" Charles said, gesturing to Logan.

"After some thought, we changed our original plan for Danger Room training today. We're going to have some fun today." He paused as the X-Men cheered. "Now, wait. It's not all fun. We're going to play capture-the-flag. With some twists." He said a wolfish grin on his face. Wolverine grinning was never a good sign, the man found personal injury entertaining and fun.

Charles took over the explanation from here. "We tried to balance the teams out, but with our three new friends, we are certain to have some surprises. Rogue, Scott, you two are captains." There were several complaints from Bobby who felt that he and the other "new recruits" should all be on one team, and he be the leader. "No, Bobby. Not today, the teams are already chosen, Logan?"

"Listen up! On Cyclops' team is Jean, Shadowcat, Berserker, Iceman, Multiple, Colossus, and Tyler, who has been given the codename Spades."

"Alright Ty!" Bobby said, raising his hand for a high-five. Ty stared at it. Bobby had started warming up to the older mutant in the last few days, trying to pry Tyler out of his shell. Finally Ty returned the high-five after several long painful seconds.

"Then on Rogue's team is Nightcrawler, Magma, Tabitha, Sunspot, Cannonball, Leo who has been given the codename Liontail, and Benj who has been given the codename Turbulence." Wolverine finished. "Now, for the rules. The two teams will not be facing off, but instead will be facing the computer." Several of the X-Men groaned. "Stop complaining! The flag will be hidden in the computer's territory. There is no 'jail'. The computer will simply take you out. Now Rogue, heads or tails."

"Wha'?" Rogue asked, slightly confused.

"To decide who goes first, your team or Summers'."

"Oh, heads."

Wolverine pulled a quarter out of his pocket and flipped it. "Tails. Alright, it looks like Summers' team is up first!"

Cyclops' commanding nature took over. "Let's go team!"

* * *

Scott's plan was simple. Break through the enemy lines and search for the flag. Only he hadn't counted on the terrain, or the cannons. He ducked back behind a large rock where Ty, now Spades, was hiding. The new mutant had little idea what his powers really were, and was quite sure they were just in his appearance.

The Danger Room had generated a rocky landscape and Wolverine had programmed heavy cannons that popped out from under the rocks. None of the X-Men had made it very far past the glowing blue line that marked the start of enemy territory. Jamie had already been knocked out, and Berserker had dragged him back into the X-Men's territory. Shadowcat and Colossus cowered behind a rock horizontal to Cyclops and Spades'.

"This isn't working." Spades muttered. The X-Men were spread thin over the same area as them. Cyclops stood up next to him and fired at the nearest cannon, blasting it to smithereens.

"Agreed, but I think we have an opening. Go! I'll cover you!" Cyclops yelled as he jumped out from behind the rock.

Spades scrambled up and ran farther into enemy territory. He was glad for his black uniform and hood otherwise his red skin would stick out like a sore thumb against the dark landscape.

A cannon started focusing in on Spades. More X-Men began running up the hill, and Scott turned and noticed the cannon taking aim on Spades.

"SPADES! HEADS UP!" He yelled, but too late. The cannon blasted its high energy beam at Spades. The rocks around him exploded, leaving a smoking crater. Scott ran up to where he saw Spades fall.

In the center of the crater Spades was crouched down with his arms over his head. The fabric on his forearms had been seared away. Smoke rolled off of him, but otherwise he seemed no worse for wear. Slowly he lowered his arms and stared at them.

"Well, that's new." He mumbled, turning to look up at Cyclops.

Cyclops turned to Iceman, who was standing beside him, "Go make sure he's okay." Then he left, and joined the charge forward.

Iceman scrambled down the side of the crater to Spades' side. "Dude. That was awesome, why didn't you say you could do that before?" He tried to help him up, but Spades' skin burned Iceman's hands. "Ouch!"

Suddenly a wave of sickness came over Spades. He bent over and puked. The energy that swelled into his body left him feeling too full and queasy. As he emptied his guts on in the base of the crater, Bobby stood next to him and called for help. Spades reached a hand up and grabbed Iceman's arm.

"Stop. I'm okay, j-just…" he started, and then halted. Another explosion shook the ground. An idea dawned on him. He bolted up and ran out toward the nearest cannon.

"Wait for me!" Iceman called after him. He was never one to be left out of a fight. He watched Spades charge for the cannon, "What are you doing?" He yelled, as he ice bridged after him.

Spades didn't break his charge as he replied, "Distraction! Get the cannon!" With that the cannon took aim and fired. Spades stopped and absorbed the blast. Iceman iced the base of the cannon.

"Colossus!" he yelled.

The metal giant came barreling toward the cannon and knocked it over.

Pretty soon the other X-Men picked up on this strategy and followed suit. The flag was found shortly after the last cannon was destroyed, Kitty tripped over it.

"Good job X-Men." Charles said over the intercom as Scott's team cheered. Spades slunk to the back of the group and covered his head. "Head back up here and Rogue's team will take their turn."

* * *

"Alright, here's the plan." Rogue said to her team. "Nightcrawler: ya scout out the othah side, try and see if ya can spot the flag. Tabitha and Magma: ya two will be out in front when we storm the othah side. Turbulence: ya'll be air support, okay? Everyone else will head out behind and we'll try and find that flag in less time than Scott's team."

Leo raised his hand. "Can I ask something?"

Rogue glared at him, "Yea, I guess."

"Well, could I go with Nightcrawler for scouting? I can sense where the cannons are by their energy fields. It'll give him some back up too." Leo asked cautiously. He didn't want to override Rogue's authority, but he felt he could be of more use this way.

Rogue pursed her lips as he thought about the suggestion. It sounded fair enough; she agreed.

"Fine, Kurt, Leo, scout it out will ya?"

Kurt grabbed Leo and ported.

Rogue's team had been given different terrain than Scott's. Now the Danger Room was a forest. As Nightcrawler and Liontail were discovering, there were smaller cannons hidden in the trees.

Nightcrawler ported to another section of the enemy territory. Leo closed his eyes for a second, trying to get a feel for the cannons around them. Energy pulsated out of a tree behind them and to their left.

_Great. Like this isn't getting old yet._ Leo thought to himself. He spun around and shifted, digging his claws into the tree; he tore it up. The strange expansion of his powers had left his claws solid bronze, given him a more feline look and strength when he was in his human form, and the odd crystal over his heart. The teen decided that having claws of bronze wasn't so bad.

Two more cannons flared out of a tree and fired at Nightcrawler. The elf's eyes grew wide as he ported out of danger. Leo turned around and slashed the cannons out of the tree.

"Dude this is taking too long." He grumbled, wincing as he rubbed his paws.

"Da, but we haven't found the flag yet." Nightcrawler answered.

"I'll keep looking; you head back and get started with the others." Leo said with his lunatic smile. He couldn't be argued with when he grinned like that.

Kurt shrugged then ported back. Soon Rogue had her team on the move to simply obliterate the whole area. Turbulence launched himself into the air and joined the action from the sky.

The various X-Men demolished the forest with their respective powers. Magma took down five at once by shooting lava from her hands to create a slowly moving pool of lava. Tabitha was jumping about behind her, tossing her firecrackers into the barrels of cannons. Cannonball whizzed by and smashed his head into a tree, toppling it. Luckily for him, the professor had forced him to start wearing a helmet. Turbulence swirled up a tornado and knocked down several more trees. He grinned at his dumb luck, he didn't even know he could do that.

All of a sudden, something caught his eye. The flag.

"GUYS!" He yelled, swooping lower so they could hear him. "I found the flag!"

Rogue rolled out of the way of a cannon blast, then turned her face up. "Then go ahead and grab it!"

"Roger roger." He responded, bending the air around him to propel him to the flag.

Benj forgot that there were cannons below him, until one blasted him right where Ray had earlier in the week.

"Ack!" He yelled as he spun out of control toward the ground.

Leo felt and saw the cannon hit Benj from directly below him, and ran toward him. His anger and worry built again beyond his control. Leo instantly lost control of his shift.

"RAWR!" He roared out, forgetting his assignment, team and brother. The trees annoyed him, that's all he knew. So he set out to tear out and destroy every tree in sight, and if anyone or anything got in his way… he might tear that up too.

* * *

_In the control room_

Wolverine looked down at the scene below, and noticed trees flying through the air. "Uh, Chuck. I think we have a problem."

Charles looked over to where Wolverine was. The growing destruction was heading back toward where the rest of Rogue's team was spread out.

"Chuck?" Wolverine turned to Charles, wanting permission to go down there protect the others. If Leo had lost control again, only Wolverine with his near invincible naturecould stand up to the brutal power of the young mutant. The other students' muttering shrank to silence as Charles nodded, his worry seeping out into the students.

"Go!"

* * *

Rogue heard the crashing foliage before she saw Leo bearing down on them. When she saw him, she knew something was horribly wrong. His amber eyes were cold and filled with animal rage.

"Crap." She turned to the rest of her team. They saw Leo too, but hadn't quite realized yet that he wasn't mentally there.

Rogue ran at Leo, removing a glove. At least she could subdue him. She was nearly three inches from his face when he grabbed her still sleeved forearm and picked her up. Growling he threw her aside. That got everyone's attention. Roberto and Sam backed up and ran toward their territory.

Wolverine burst through the trees and tackled Leo, roaring. "Elf! Get everyone out of here until Leo gets his head straight!"

Nightcrawler teleported out , taking some of the other students with him.

Leo tossed Wolverine off of him, flinging him against a nearby tree. Wolverine pulled himself up and brandished his claws, "Snap out of it kid!" Leo took another swing at him, but Wolverine was too well trained. He weaved inside Leo's range and kicked his stomach. Bending over, Leo growled and charged again.

Wolverine slashed at Leo's face. The claws tore through the skin over Leo's right eye. Roaring in anger and pain he wheeled around to face the elder mutant.

Before he could do anything, a pale white hand reached around from behind and touched his face. Leo felt the animal mentality being drained out of him, prior to him feeling his own consciousness slip away.

Leo moaned softly as he shifted back to his human form, his eyes rolling up into the back of his head. The cut above his eye began bleeding. He collapsed forward, revealing Rogue standing behind him.

The combination of Leo's mind and primal instincts made her head swim. Power thrummed out of everything around her. She clutched her head and stumbled back, fighting the swelling anger and confusion. The lion was trapped. Trapped somewhere it had never been.

Logan watched Rogue swoon and rushed over to her, giving her some physical support. She grasped his arm in an iron grip.

"Hey, Rogue… are you okay there stripes?" He muttered softly.

Rogue blinked, the Leo-liked light fading from her eyes.

"Yeah, Logan. Ah… Ah'm alright." She answered shakily.

She could see how he could lose control so easily.

The lion spirit inside Leo was unrestricted, and untamed.

* * *

**Fun Fact #10: Codenames. Gee they're fun. Spades' comes from his tail tip. Leo's was reconsidered early on after I had decided on Leon, the Spanish word for lion. Honestly I got tired of putting the accent over the 'o', which you can see I got too lazy to do above ^. He doesn't always go by his codename because his name is just ironic. Plus Jean doesn't have a nickname, so it's okay.**

And now a note from our Beta:

-Beta Note-

Hi everybody, I am here to help! I know next to nothing about X-men, so any screw-ups on the powers and such is on Stormplains. If there is a grammatical error than it's on me. –I AM ZE BETA!


	6. Chapter 6: Taming Lions, Part 2

**Disclaimer: X-Men aren't mine, they're Marvel's. Leo and Tyler Dyson as well as Benj Dents are mine though. Please ask if you'd like to borrow them.**

**Author's note: **Keepin' it short.

Decided to keep this one short. It's slightly shorter than anything I normally write, but it's short because it didn't need to be long. I got enough of the story I wanted into the words I had. It's a skill I think many authors realize. So a few things are left to the imagination, like the referred to DR session in the opening scene, I couldn't see a reason why I should add it in when it wouldn't have anything to do with this chapter's plot-line.

**Read, enjoy, review. (and beware of were-bunnies *I... I don't know why this was on the old chapter... but just so you know, they're terrifying.)**

* * *

**Taming Lions, Part 2**

Leo stomped down the hall to his room. Frustration pulsed through his veins as he stormed to the doorway. He twisted the doorknob violently, crumpling it as he threw the door open. He hastily slammed the door shut. The door hinges rattled, and the entire wall shook. A photo frame on his nightstand fell over and crashed onto the floor.

His third Danger Room session had gone even worse than the first. The second had been acceptable, a simple hand-to-hand combat session with Cyclops, who'd whooped his butt, within a few minutes; Leo had been left at the mercy of the older mutant. It had shown him exactly how much he had left to learn to be able to beat the older X-men. This one had ended terribly, Leo almost killed Ray. Again in the lion humanoid shift he had submitted to an animalistic rage, and chased after the young mutant. Colossus had just barely thrown Leo off of his prey before any real damage could have been done. He was getting tired of trying to control it whenever his emotions raged.

As a kid he never had as much trouble as he did now. Maybe it was just due to his hormones, or because of the grief that often plagued him after his parents' deaths, but one way or another, there was a noticeable difference between how he handled it then and now.

As his frustration subsided, it left him feeling numb and empty. He sat down on his bed and held his head in his hands. Angry tears trickled down his face.

He was ashamed.

Ray really hadn't done anything; he was just in the way. It wasn't anything like the three teenagers that had sent his house up in smoke when they lived in Michigan. They had deserved what happened, Ray hadn't, and Leo had been unable to control himself, if Piotr hadn't been there, he didn't know what would have happened.

Soft footsteps attracted his attention. He looked up at his doorway. The door hung horribly askew, hanging by only one door hinge. A yellow-orange gloved hand pushed the door aside and stepped inside. She was still in her uniform too.

"Leo?" Rogue asked gently.

He turned away and quickly wiped the tears from his eyes. His voice cracked as he answered, "Y-yeah?"

"Mind if Ah come in?"

Shaking his head, he moved over so Rogue could sit next to him. "I-I didn't mean to—"

She held up her hand, "No one thinks ya did… 'cept maybe Ray, but he'll get ovah it. We've all had trouble controlin' our powahs. Anyone who tells ya something diffahent is lyin'."

Leo raised an eyebrow. He found it unlikely that every one of the X-Men went through the same sort of thing. They were legends to him, though he was beginning to realize they were just people too.

Rogue sighed, "When mah powahs first manifested Ah was at a school dance. Ah put the guy Ah was dancin' with in a coma for a few days." She looked him in the eye. "Then when Ah absorbed Storm's powahs Ah almost killed the whole team. Latah, Ah lost control of mah powahs again. Ah couldn't keep all the minds straight inside mah head and lost it at a concert. Ah almost killed everyone, again."

He stood up and faced her. "Yeah, well, that's just you. You have more than one mind in your head, it makes sense!"

She ground her teeth together, "Not just me. Scott likes ta pretend he's got everything undah control too. Why do ya think he has ta wear those glasses? Without them he would blow all of us away. Jean lost control when her powahs grewand nearly killed the professor." She snorted, "And Kitty still phases through the bed while she sleeps. Kurt can't stop being blue and fuzzy any more than the sun can stop shinin'."

"Beast had the same issue as ya do. He lost complete control of the beast within, but he's found a way to be grounded." She stood up as well. When standing she was slightly taller than Leo, and she met her emerald eyes with his amber ones. "Even Logan has trouble with his innah demons. Ya might say we all have our own lions ta tame."

"She's got a point, you know." A gruff voice said from the doorway.

Both teens whipped their heads around. Logan leaned up against the door frame wearing his uniform.

"Why don't I show you how to tame yours?" Logan asked, extending his hand.

Leo glared at him. It was a bit rude for the older mutant to have been eavesdropping, but the teen was desperate for a solution.

"Fine." He responded roughly, grasping his hand.

* * *

"Rise and shine runt!" Logan's gruff voice sounded from the door.

Leo groaned and rolled over, putting his pillow over his head. Logan had decided that his lion taming would take place at five in the morning, Leo's least favorite time of day. He was a morning person, but not this much of a morning person.

In the other bed Benj picked up his pillow and threw it at Leo. "Get up! Or I'll getn one." His tongue paralyzed with sleep. Whatever he meant, he was not very happy.

With one last mutter of complaint, Leo jumped out of bed.

He touched the crystal on his chest lightly, causing it to glow. Ever since it'd grown on his skin he was always reassuring himself that it was there. As it glowed softly he picked up a fresh red shirt from his drawer and pulled it on.

"What do you have in mind, sir?" He asked as he closed the door to his room silently.

* * *

"Hit me." Wolverine said, arms spread out. He was back to wearing his classic orange Wolverine uniform.

Leo raised an eyebrow, scratching his deflated spikes out of his hair. "You want me to what?"

"Come on, give me your best shot runt." Wolverine growled.

Leo shrugged, allowing a little anger to flow through his blood in order to shift. His shoulders grew broader, soft golden fur grew all over his body, his jaw widened, and his teeth grew to sharp fangs. He extended his hands, feeling the power behind them thumping in his chest.

"You sure?"

The gruff man nodded. He smirked at the teen's confidence. He would curb that very fast.

Stretching his arm back, the teen took aim at Wolverine. A furry fist came fast and hard at his chest.

Wolverine caught the punch and twisted back his wrist. Leo shrieked and yanked his arm back.

"What the hell?!" He shouted angrily, cradling his arm.

Wolverine shook his hand out and shrugged. Readjusting his gloves, he said, "Try again."

Leo grimaced, sensing more pain in his future. Ignoring the guaranteed pain, he swung his right arm toward Wolverine's head.

He ducked, letting Leo's fist soar over his head. Leo stumbled as the force behind his swing caused him to continue spinning. There was a sharp pain on his back that came from Wolverine's boot. Leo spun around and threw a left hook at him. Wolverine dodged again, weaving in and out of each punch he threw.

Chuckling, Wolverine taunted Leo. "That all you got? I said hit me!" Leo stopped, panting. "You're going to have to let some of that beast loose to get a piece of me."

"I can't… can't do that. Don't have… enough… control." Leo gasped, clutching his side.

"Do it. I can stand up to anything you can do." Wolverine said.

Leo sighed and closed his eyes. He was frustrated. The beast within him was clawing for a way out, and Leo let a part of it out. Roaring he jumped at Wolverine, attempting to dig his bronze claws into that annoyingly orange suit.

The change was notable; suddenly Wolverine was having a harder time avoiding the kid's swipes. He was beginning to grow tired, while the kid found new energy. Smiling to himself, Wolverine was glad he got to teach this kid a thing or two. One, because Leo couldn't kill him no matter how hard he tried; and two, because Leo reminded Logan of himself. It had taken a long time to tame his inner "lion".

The man wasn't perfect, he slipped up and let Leo get in too close. Thegolden lion grabbed him by the shoulders and flung him across the Danger Room. He hit the wall hard, denting the metal. Snarling, Wolverine stood up to face Leo, but the teen was just standing there.

Leo shifted back to human and wiped a hand across his face. A crazy gleam shone in his eyes as a lunatic smile spread across his face. "Now THAT was fun!"

* * *

"Again."

Leo sighed, bending over and placing his hands on his knees. Sweat poured down his face. Wolverine was pushing him hard, daring him to lose control.

He stood next to Leo, arms crossed. "_Again_."

Leo groaned as he stood up and took his stance. His uniform was soaked through with sweat, and he had several fresh cuts and bruises on his face. He glanced over at Logan, who was standing smugly in his own uniform with the hood down. He was really starting to piss Leo off.

The pair had been doing this work-out routine for a week now. Logan was making sure Leo was learning some very important lessons. And most were taught through pain. Regardless, it was helping. He hadn't caused another incident in normal DR training with the rest of the team. Now when he started loosing his head he could find Wolverine and use him as an invulnerable punching bag.

"Computer, Leo's Run Number Two." Logan shouted. The walls of the Danger Room rumbled to life. He had spent some time coming up with the perfect training session for Leo, to push his limits of control. Leo sighed, and shifted.

Small cannon barrels pivoted out of the wall. With a whirling sound, they fired metallic baseball-sized spheres at Leo. Breathing hard, he ducked the first few, then weaved back and forth between the next wave. One was head straight for his chest, reaching a hand up, Leo caught it and crushed it.

The metal balls started coming faster. Leo extended his claws and started slashing them out of the air. He was too tired to continue dodging. For a second, he let his guard down and an orb struck him in his shoulder.

This completely shattered his concentration. Multiple metal balls hit and bruised him all over. He fell to his knees and covered his head with his arms. One found its way between his arms and bashed him in the ribs.

He roared in pain.

"Stop!" Logan growled. The cannons ceased firing.

Leo slowly stood up and glared at Logan.

"Again."

"No. Not again." Leo panted. He groped his chest, softly prodding a rib that had taken a particularly nasty blow.

_Damn it, broken._He thought angrily. Something else he had learned, to detect broken bones. He would heal up, sure, and in less time than most, but in the meantime, ow!

"I'm pretty sure I have a broken rib, so let's call it a day." He grumbled to Logan.

Wolverine snorted, "A broken rib? That's all? You're gonna quit just because of a broken rib? You got less guts than I thought kid."

Taking a deep breath, Leo turned away from him. He was only trying to get him riled up, trying to make him lose it. This time, he wasn't going to win, Leo was. "Yep, see you later Logan, sir." He replied while shifting back to his human form. With that, he left the Danger Room.

Logan chuckled to himself, that kid had some spunk.

* * *

Beast was sitting in his study, enveloped in a good book. It was nearly two in the morning. The light from the lamp next to his armchair was growing hot from being on for so long.

A soft knock sounded from his door.

Beast turned around, "Come in."

The door opened silently, and in walked Leo. He was suited up in his uniform, but his hair was hanging loosely on his head. It looked like he had just finished another late-night training session with Logan. There were dark bags under his normally cheerful eyes, casting a dark shadow that seemed to extend beyond himself.

"Ah, Leo. What brings you here so late?" Beast asked.

"How do you do it?" Leo sighed.

"What?" Beast questioned, placing his book mark into his book.

Leo walked in farther and shut the door. "How do you control the beast? How do you stay so grounded?"

Beast smiled. "Shakespeare."

Leo frowned. "Shakespeare?"

"Yes, I find that his plays hold a special meaning. I like to recite them if I start to lose my head."

"…uh… so I should memorize Shakespeare, and then recite it as I lose control?" Leo laughed. "I don't think that'll work."

Beast stood up and gestured for him to sit. "Well, what do you like to do? What do you feel the most at peace doing?"

Leo thought as he sat down. He liked doing a lot of things, but one thing that he could relax with and focus his mind the most on was drawing. "I like to draw." He answered. "But how can that help me keep control?"

"Maybe when you start to feel yourself losing control, you can think of sketching things." Beast suggested.

Leo closed his eyes and thought about it. Perhaps it would work; he could try it the next time with Logan. He could focus on the lines things naturally created, the smooth strokes he liked to use when sketching. Already his mind felt more at ease.

Beast stood there for about another couple minutes until he realized Leo had fallen asleep in his chair.

"Well I guess I won't be finishing that book tonight." He whispered, exiting his study and leaving Leo to dream on.

* * *

**Fun Fact #11: Leo's original uniform design included a bronze helmet that looked a lot like a lion's face, but I couldn't see him having it at the Institute. It was made by Benj, who was always supposed to be good with his hands, a bit of a metal smith.**

**Fun Fact #12: Leo's crystal over his heart (which I suppose if you did not realize it was there appeared in chapter two after his power expansion) was inspired by a necklace of mine with a clear-ish crystal in the shape of an arrowhead. This also lent to the idea that Leo would always wear a sharktooth's necklace. And that he always does, even in combat.**

**Fun Fact #13: In the original story the chapter 6 slot went to an OC submission form. I love working with OCs, and by far some of the best I've seen have come through here. If anyone reading this is planning on doing an OC story, I give free advice. Because (as I and TheWritingGirl23 know) working with OCs is a bit of an art, it takes some work. But it's a great way for anyone to get into writing a story. [PS: TheWritingGirl23 has this really good story up, X2. If you have time, check it out. Some cool guys pop up every once in a while. We take a little different liberties with them, but she really is an awesome writer]**

Well so a few hours later, which I apologize about. Beta finished hours ago, but I was playing a very warm game of softball. Sadly, we lost. Ah well, it's still up and I'm moving onto chapter 7. It appears as though chapter 8 or 9 will be a brand new chapter. Focusing in on Lance. Woohoo!

_Next chapter:_ The Brotherhood wasn't done in this story. They're always up to trouble. But what happens when Magneto asks them to do something?


	7. Chapter 7: Letters and Trouble

**Disclaimer: The X-Men and Brotherhood aren't mine, they're Marvel's. The OCs are though, still currently mine.**

**Author's note: **Meeeelting.

If you haven't noticed. It's incredibly warm outside. Or it is at least here. Luckily for you all I hate the heat and am cooping myself up inside. And what better way to pass the time than to write and edit D-Factor? That's right, none.

So this chapter is the beginning of a new story arc. I've finished with most of the introduction of the trio of brothers, and this lovely story tends to focus on them a lot. Why? I dunno. Characters with no set comic guidelines have a lot more potential. And they're fun to mess with.

We are a few chapters away from the introduction of OCs that were submitted to me by some very creative authors. Woo! Getting the Haven-storyline kicked into full gear will be fun. Don't worry about any confusion my readers, everything will reveal itself in time.

**Enjoy. Read. Review.**

* * *

**Letters and Trouble**

_The Brotherhood Boarding House_

"Yo Lance, when are we gonna meet this girl of yours?" Toad yelled, hopping off the walls of the worn-down Brotherhood Boarding House.

It was late August now, the heat beginning to subside to a dull annoyance. Unlike August, Toad was not subsiding, but had grown into an extreme annoyance.

Lance stomped inside. He'd avoided their questions about Kitty, up until now. He also knew that the Brotherhood knew exactly who he was seeing on a regular basis.

"I don't know what you numbskulls are talking about." He grumbled, a convincing performance for those that didn't know him, but he had been with the Brotherhood for too long.

Pietro sped into the living room just as Lance plopped down on the couch. It was obvious Lance had been on a date again; the teen was wearing jeans without holes and a button up blue dress shirt. "Oh come on Lance. Give up the charade. We all know you're dating Kitty." The speedster crossed his arms.

Lance was silent. He had no need to admit anything now. If that's how Pietro wanted it then fine.

"Lance and Kitty sittin' in a tree. K-I-S-S-I-N-G!" Toad sang.

"Knock it off!" Lance roared, his eyes rolling to the back of his head and the floor shaking violently.

"Aw, man!" Toad screamed, covering his head with his arms from the onset of debris falling from the ceiling.

"Cut it out Avalanche! Do you want to bring the whole house down?" Pietro yelled above the rumbling. The shaking subsided, but Lance's irritation did not.

"Why do you care anyways?" He spat.

Pietro threw his hands up. "Because she's an X-Man, Men, Women, whatever! The enemy! When Magneto finds out about this we'll all get it."

"Right, Magneto. The buckethead hasn't been around in months."

Pietro pointed a finger in Lance's face. "Hey you watch what you say about my father."

Lance frowned and opened his mouth to say something when Wanda walked in the door.

"Wanda! Sugar-plum!" Toad called, hopping over to her.

"Uck, get away from me Toad." She said shoving him into the wall. She held a pile of letters in her hands. "Here, everyone's got mail. It's from Bayville High."

"Oh what do they want now?" The Blob grumbled as he lumbered over to his chair from the stairs.

The quickster, Pietro, snatched his letter from his sister's hands. "'Dear Pietro Maximoff,'… blah blah blah… 'We would like to invite you to return to school this semester'?" He exclaimed. "'The new principle to replace'… terdwad… 'Mr. Kelly, extends a personal welcome to the occupants of the Brotherhood Boarding House. You will be allowed three weeks of grace period, if your behavior is too severe you will be expelled again. Sincerely, the administration of Bayville High and new principle Nicholas Darth!'" He glanced around the room at the other Brotherhood's equally shocked faces. "They can't do that can they? I thought expelled meant expelled!"

"Apparently they can." Lance muttered darkly. He paused for a moment and grinned sickly. As much as he liked Kitty, he still had minimal love for her team. "I say we take their invitation and make school another Hell for those X-Geeks!"

* * *

Tyler was sitting at the desk in his room typing up a storm. He had a deadline to meet and was getting pissed off by the errors he was getting from his code. Most were logic-errors, which drove him crazy, because that meant it was him messing up. His hands ached from typing for so long. A faint heat was being emitted from his hands, but he had gotten it under control over the past couple weeks, he was no longer in danger of melting his keyboard.

Although he wasn't telling anyone he was excited for the image inducer he was supposed to be receiving, he was jittery with that exact emotion. The professor was fine tuning it so Ty could look just like he did before his mutation took hold. It had been over two years since he'd saw his real face.

There was a faint knock on his door. Quickly saving his work, Tyler got up and rushed to it. Kurt was standing in his doorway, wearing a huge smile.

"Come on, Ty, the professor just finished calibrating your image inducer! Trust me, you'll love it." He finished by switching on his own hologram. Fuzzy blue Kurt was replaced by a pale, blue-black haired one.

Tyler almost smiled, but then closed his mouth quickly. His grin was one full of razor sharp shark teeth, a horrifying look to him. He never realized that it didn't bother Nightcrawler, Kurt was just happy to share his misery with someone else. He didn't care in the slightest about the man's physical mutation.

Emerging from his room, Ty slide the gray hood off his head. The red horns and the rest of the top of his head shined. Kurt had jokingly given him wax, but Ty was finding that he liked it. If he could take a little pride in being a mutant, he felt more alive.

Tyler rubbed his shaking hands on his jeans and turned the corner of his mouth up in a smirk. "Well let's not keep them waiting."

Kurt and Tyler walked down to Xavier's study. Inside was Forge, the slightly crazy genius, who was standing next to the professor with a screwdriver and what looked like a wristwatch in his hands.

"You must be Tyler!" He said as the pair walked in. Ty nodded. "We matched up the image inducer perfectly with the photo you gave us." He gestured to a picture lying on the professor's desk.

It was of Tyler, Benj, Leo, their mother, and step-father. Leo and Benj were in the center of the picture, with a blonde-haired middle aged woman behind on the left. She had amber eyes like Leo. Although she never admitted to it, Ty was pretty sure she had been a mutant as well. Next to her was a Hispanic man with dark tan skin, dark eyes, and hair. Pablo had married their mother when Leo was three. He was the only real father Leo ever had, and the only one Tyler would refer to. His eyes were crinkled from smiling so much. On the right was Tyler, before his mutation. He had been brown-haired with the same icy blue eyes. His hair was straight, and he always had worn it close to his head. His teeth in the picture were slightly pointed, a symbol of what was to come. Soon after the picture was taken he had started to rapidly loose and grow teeth. And then came the red skin, first small patches, and then his whole body. The horns had grown in shortly after, as had his tail. Ty was overly thankful that Pablo hadn't left him when his mutation came, unlike his biological father who left as soon as he saw Leo's tail.

Tyler took a deep breath. He wasn't sure if he was ready to see his old face on himself after so long.

"Well, here you go." Forge said, handing him the watch. He waited until Ty had put it on, then pointed to a side button. "This one will turn on and off the hologram. All the other buttons are for the actual watch. If the image inducer becomes uncalibrated, turn the face of the clock once. Kurt can tell you what happens if you mess with it too much." He said with a laugh.

Kurt frowned slightly and muttered, "Don't remind me."

Ty pressed the on/off button. The air around him seemed to buzz slightly, and the light bent to form a hologram. Where a red demon had stood a second before, now stood a young man with light brown hair and similar features to the woman in the photo.

He looked down at his hands, they were completely not red. A smile twitched on his lips, that's all he cared about really, the slightly claw-like nails he could've dealt with.

The professor rolled up to him and handed him a mirror. "Well what do you think Tyler?" He asked.

Tyler inhaled sharply. He looked just like the man in the photo, the man that was no longer him. But now, now he could go outside without being mocked, shunned, or persecuted. He was able to do everything he'd missed out on the past two years he'd lived in seclusion in their house in Michigan. He could attend meetings of the board of programmers, finally. They could see his real face again, instead of him having to act like he was sick, or call and be the man on the speaker phone. Everything he'd missed in life over the past two years he could make up for.

Maybe even find a girlfriend.

"It's… it's amazing professor" he said, cracking a faint smile. He turned to Kurt. "Let's go out somewhere. I haven't been out in public for two years."

Kurt smiled. "Great! I was going to see a movie with Rogue and Benj, you can come with!"

Ty followed him out of the study after thanking the professor and Forge multiple times.

Charles chuckled, it was times like this that he felt the X-Men were making a real difference.

* * *

"Hey guys! There's letters for everyone from school!" Bobby yelled to the mansion. Beast had just brought in the mail, which consisted of… many letters.

A puff of smoke appeared next to Bobby, and Kurt and Leo came out of the dispersing cloud.

"School? Does it have our classes?" Leo wondered aloud.

"Who knows," Kurt said, grabbing his. More X-Men came filing out of the several hallways leading to the entrance hall. Bobby threw the other letters on a table to the side and ripped his open.

"Yep, it's got our schedules in here alright. Aw, man I got Mr. Fredrickson for English! There goes my chance of passing." He sighed, waving his schedule in the air.

Kurt glanced at his, then noticed the second sheet of paper inside the envelope. "Vat's this?" All the other X-Men had grabbed their letters by now. "Guys! Listen up!" he shouted. Everyone stopped.

"Did anyone else get this second sheet?" there was some murmuring as the others found the other piece of paper. "'Dear students,'" Kurt read aloud. "'The administration of Bayville High regrets to inform you that your principal, Mr. Kelly, has resigned to pursue his political career. The following is a message from your new principal, Mr. Nicholas Darth:

"'Hello, I am pleased to join you for this new school year. Following my predecessor I have decided to make some changes. Bayville High will be a model school this year, discrimination of any kind will not be tolerated. As such a few new rules are being put into play. All sports teams will be encouraged to have at least one mutant team mate, who must in turn agree to a no-powers contract. We will keep competition fair and diverse. Secondly bullying of any kind due to mutation, non-mutation, religion, sexual orientation, race, or the like will be met with the most severe punishments. This high school is where it started, and we will be a model school. Anyone who cannot abide by these rules will be asked to transfer.

'Sincerely Your New Principal,

'Nicholas Darth'" Kurt finished. There were several moments of silence.

"Nicholas Darth? Who the heck is that?" Rogue asked. This was going to be her senior year. "Ah mean Ah'm fine that Kelly's outah there but, Ah'm not sure if the othah human students will enjoy his new rules." She had a point.

Leo shrugged, he was as usual wearing a red sleeveless shirt, khaki shorts, and a shark tooth necklace. "I don't care too much. At my last school I got picked on pretty badly. I wasn't allowed on the soccer team after they found out I was a mutant." His face darkened for a second. His mind was flashing back to all the times jocks had stuffed him in lockers, trashcans, and tubas. He thought that he was a part of the band, and the soccer team but when it really counted they left him out in the cold. He snarled at the memory.

Benj put a hand on his shoulder, "Relax, remember, we're starting fresh here." He gestured to the X-Men, "And this time we have friends who will back us up."

"That's right!" Kurt said. "Now let's see who you guys have this year." Kurt took Leo's schedule, "Junior year and you're taking biology?"

Leo shrugged, he'd held off taking Biology until his last two years so he could pursue a career in the Biology field. "Why not?"

"Well, at least you got the good Biology teacher."

* * *

_The Brotherhood Boarding House_

The Brotherhood guys were fighting about returning to school. Lance was all for it, for two reasons: One, he got to rub it in the X-Men's faces, and two, because he got to be with Kitty more that way. Pietro, on the other hand, was not about to head back to school. He didn't think they should give in.

As the argument escalated into shouts, the front door knob turned. All argument stopped.

The door flew open and in walked Magneto.

Wanda stood up, "Father?"

He walked into the living room wearing a suit and tie. It was completely bizarre: primarily because of the suit, but in addition was his unexpected entrance. "Hello, my Brotherhood." Magneto said, smiling.

"Magneto? What are you doing here?" Lance asked carefully.

"I have a job for you."

Pietro ran a hand threw his white hair, "Just what kind of job?"

* * *

"Yo, I can't believe all Magneto wanted us to do was check out our new principal!" Toad whined as he threw an arm up over the roof's ledge. He easily pulled himself up onto the roof of the school building, getting Pietro's attention along the way. "He's headin' out." He grumbled irritably.

He and Quicksilver watched the man leave the school building.

Pietro was twice as pissed off as the toad. First because Magneto hadn't made contact with them for weeks, second because he asked them to follow the new principal Darth around, and thirdly because he gave the job of messing with the X-Men to Lance! He, Blob, and Wanda were guaranteed to already be making trouble at the abandoned mall. And Pietro loved giving the stupid X-Men a hard time.

"I mean what does he expect us to find out? The man is ten time more boring than a can of soup!" Toad grumbled on.

"A can of soup? Really Toad? In what world does that make sense?" Pietro asked. Toad shrugged and went back to trying to catch the fly buzzing around his head.

Pietro sighed, and watched the new principal get into his car. The man had jet black hair that was buzzed close to his head, eerie purple colored eyes, and a faded blue wavy scare that ran over his left eye. His suit was the same jet black as his hair, and he wore a silver tie.

Quicksilver and Toad were on top of the school building dressed in everyday clothes. They hoped to be more inconspicuous that way.

The new principal walked out of the building, gliding soundlessly over the asphalt. He warm summer breeze tugged at his clothing, and a faint smile was observed on his lips. As Darth got into his car he looked straight at his observers and waved, the smile growing. Quicksilver's jaw almost dropped to the ground.

"He knew we were here the whole time! How the hell did he know?" He cried, punctuating his words with kicks to Toad.

"Ow, ow, ow!" Toad yelled, clutching his bruised leg. "How am I supposed to know?"

Darth's car began to pull out of the parking lot. "Come on Toad, we better follow him."

* * *

Things had settled back down at the Xavier Institute. The teens were comparing schedules and playing video games, trying to squeeze in as much free time as they could before school started.

Tyler was proving himself to be a gamin expert. Bobby invited him to play Call of Battle with him, Ray, and Sam. Ty was whooping all of their butts at the same time.

"Aw, man!" That's the fifth time ya've killed me!" Sam whined meekly. They had just started a second round of player-vs.-player combat, and it was barely sixty seconds into the game.

Tyler shrugged as his character on screen took aim at Bobby's.

"Noooooooooooo!" Bobby yelled. "I was building up for a ten-hit killing streak! Aw, now I have to start all over!"

Leo chuckled from the side of the couch. "You wanted him to play with you icicle, and you got it."

The new member of the X-Men had begun to pick up on Logan's nicknames for the students. He was using them frequently now, much to some's displeasure, like Bobby's. The boy frowned at his nickname. He did not think Leo had the right to use them, he had barely just joined them.

"I play winner!" A higher pitched voice said: Jamie.

"No way, Jamie, this game is far too advanced for your mind." Bobby said, his irritation at Leo and being beaten at his best game leaking through his words. Jamie's face fell and he turned to leave.

"Now wait," Tyler said, turning back, "Jamie, you can take my controller. I've got a deadline to meet anyways."

Bobby complained loudly at first, but the red-skinned mutant got up and walked away regardless.

_'X-Men, I need to see Cyclops, Jean, Rogue, Shadowcat, Nightcrawler, and Iceman down in Cerebro. Now. It looks as though our friends at The Brotherhood are back to causing trouble.'_ The professor's mental voice rang out.

"All right! Goin' on a mission!" Bobby cheered as he threw his controller to Leo, his frustration forgotten.

* * *

The old abandoned mall was to the west of the Institute on the very outskirts of town. After the Bayville mall had opened this one lost all its customers to the newer mall.

The X-Van pulled up to the cracked pavement parking lot. The X-Men filed out of the van and looked around.

"Why would the Brotherhood want to cause trouble here?" Nightcrawler asked, gesturing around to the abandoned building. Weeds grew up through the cracks in the ground, and tall grass had taken root everywhere.

Across the parking lot sitting on a huge chunk of broken cement was the Brotherhood. Avalanche grinned smugly and stood up from his perch with a cocky smile on his face.

"Well look who it is, the X-Geeks. I heard you got some new recruits! I was hopin' to meet them, maybe show them that they made the wrong choice!" He yelled as he took a fighting stance and held his hand out. The ground began to shake violently, buckling and heaving under the X-Men's feet.

Most of the X-Men stumbled back, but Nightcrawler used his agility to hop over the pulsing ground to tackle Avalanche. Instantly the ground settled down.

"X-Men, go!" Cyclops shouted. He sent an optic blast toward The Blob, but Wanda's hands glowed blue and she deflected it.

"Gonna hafta do better than that Summers!" Blob yelled, rushing toward him. He raised a massive fist and tried to bring it down on Cyclops' head. He dodged to the side and blasted Blob from behind. The energy's surprise impact sent the giant teen flying through the air.

Iceman created a wall of ice for Blob to smash through, hoping to knock him out. Instead Blob's flight was ended early, and the ice fell around him.

Avalanche finally managed to throw Nightcrawler off of him, and he sent a fissure toward Cyclops. Scott still had his attention focused on Blob who was shaking of ice shards from Iceman's wall. Suddenly the ground gave out beneath him and his leg fell into a rapidly growing crack.

"Watch where you step Summers!" Avalanche taunted.

"Ah'd say the same to ya, Lance."

He whirled around and came face-to-face with Rogue and Shadowcat. "Rogue!" He extended his hand again, but this time Rogue grabbed him and flipped him over. He landed hard on a large piece of upturned cement.

"Lance, like what the hell are you doing?" Kitty said with a dangerous edge.

Before he could answer, a blue light hit Rogue square in the chest.

The Scarlet Witch and Jean had been fighting for several minutes, but Wanda had succeeded in subduing Jean by trapping her beneath a slab of concrete. She was now moving on to Rogue.

Rogue groaned, then got up and ran at Wanda. Since Rogue had no powers that the witch could exploit easily, the fight became hand-to-hand combat.

Kitty turned back to Lance, who was draped on a block of concrete. "What are you doing here?" She growled.

He shook his head. "Kitty, I-I uh…"

"Oh you idiot," Kitty whispered, and left him laying on the hard concrete to free Jean.

Rogue took off one of her gloves, and was trying to get in close enough to touch Wanda. Not that she really wanted the girl inside her head again, but the fight was getting dragged out. She dodged blue streaks of energy, and swung her fists at Wanda.

Rogue at last caught Wanda with a kick in the stomach, causing the witch to buckle over. Taking her opportunity, Rogue placed her bare hand on Wanda's face.

A surge of life force syphoned from Wanda into Rogue. She scanned the battlefield. Lance was still laying on the concrete, she was starting to suspect that she'd injured him; and Cyclops, Bobby and Nightcrawler were facing off with The Blob. In the corner of her eye she saw Shadowcat phasing through a piece of concrete that had trapped Jean.

"Alright," she said frustrated, "Ah'm tired of this." She held her hands out and used Wanda's powers to encase Blob in blue light. He yelled in anger as she lifted him up and flung him across the parking lot and into the run-down mall.

"Alright, Lance. Why were ya and ya stupid team here?" She asked angrily. "And more importantly, where are Toad and Quicksilvah? Not like ya ta only have part of yar team."

Lance groaned as he turned toward her. With a second look Rogue could now see that his knee was twisted. "How should I know? Magneto gave us our assignments."

"Gawd, Lance, your leg." Rogue sighed. "Why don't ya come back to the Institute ta have someone take a look at it."

Lance scrunched up his face in a mix of pain and disgust. "I'd rather face Magneto."

The other X-Men walked over.

"Has anyone else noticed that Quicksilver and Toad are missing?" Kurt asked.

* * *

The last rays of light stretched over the downtown of Bayville. Toad sat on top of a bell tower atop of a church. His beady red eyes were focused on a pitch black car in the midst of traffic. He turned on his comm-link.

"Yo, Pietro. I got a visual on our new principal's car." He said into the speaker. He was interested in why Magneto was finally 'teching' them out. The Brotherhood had rarely used comm-links before, but suddenly the man gave one to each of them. He pushed his curiosity aside. "I'm gonna start tailin' it."

"Bzzzt- Roger that Toad, I'll follow it from the street." As Toad watched, a familiar white blur sped through the diminishing crowds on the sidewalk.

The traffic light changed to green, allowing the principal's car to continue on. Toad hopped from rooftop to rooftop, alongside the black car. On the sidewalk below Pietro would run a little ways then pose casually and get another view of the car.

The chase continued for nearly another twenty minutes, it seemed that Principal Darth was taking every twist and turn he could. He had led the two Brotherhood boys in circles, but they didn't give up the chase.

Pietro stopped again and watched as the car turned a corner down an alley that he knew was a dead end.

"Finally!" He exclaimed, speeding around the corner. Magneto had given him specific instructions on what to do when they caught up. Pietro's old man had his suspicions.

As he turned the corner he came to a screeching halt. He was staring at an empty blank wall at the end of the alley. There was no car in sight.

"What the hell?" He yelled. Toad dropped down from the rooftop above.

"What are we stoppin' for?" He asked. "Did you lose the car?"

Pietro gestured angrily at the alley. "The car is GONE!"

* * *

The Brotherhood had returned to the Boarding House. Spirits were incredibly low.

Lance had his leg propped up on the coffee table. As much as he didn't want to, he still had needed the X-Men to take a look at his leg. Rogue had twisted his knee when she flipped him. It wasn't too serious, he just needed a brace, but it was humiliating being beaten by the X-Men and then he was forced to ask for help from them.

"Well that could've gone better." Lance grumbled.

"No kidding," Pietro and Wanda said together as they sat down exhausted and beaten on the couch.

"Actually," a deep voice said. Magneto strolled in the room, wearing his gray suit and red tie. "Everything went according to plan."

* * *

_Ooohh_. Foreshadowing! My favorite! Tune in next time guys!

**Fun Fact #14: Yes, I named the principal Darth. Somehow during the creative process it changed from Garth to Darth. This is good though, it opens up many, many avenues for Darth Vader, Darth Maul, and various other Star Wars jokes. (side-note: I am a HUGE Star Wars fan)**

**Fan Fact #15: Vocab lesson- The word "syphon" can be spelled two different ways; "syphon" or "siphon". I personally like the "y" spelling better. You'll also notice when I have the choice I will use the spellings that have z's in them. Why? Because I really like the letters "y" and "z".**

_And because he asked, a short word from our BETA:_

B/N – Sorry guys, would have had this sent to Storms earlier, but my folks are in town, and I got hit by a killer migraine. If you missed my earlier comment, upon sending the Beta'd Chapter to Stormplains, I will post a comment on the most recent chapter saying so. So if you are wondering when the next chapter will be posted, check there first. –I AM ZE BETA!


	8. Chapter 8: Soft Spot

**Disclaimer: The X-Men and Brotherhood aren't mine, they're Marvel's. The OCs? Still mine. New introduction: Claire Darth.**

**Author's note: **Zzzooom!

Ain't I speedy? So here's chapter 8. You now get to meet the new principal of Bayville High. Woo!

The next chapter will be brand new, _Sides_. No spoilers here, but I think you'll enjoy it. Give me a few days to get it up.

**Enjoy. Read. Review. And reach for the sky.**

* * *

**Soft Spot**

"We're reporting to you live from the office of Bayville High's new principal, Mr. Nicholas Darth." A blonde female reporter said in a cheery voice. She sat in an office chair next to beside his desk. Darth was wearing a jet black suit with a lavender dress shirt and deep purple tie.

After taking over for Kelly, Principal Darth had redecorated the interior of the office. He removed the oak desk and bookshelves and replaced it with his own ebony ones, as well as his own chairs. The room had a darker feel to it, but so did the new principal. His desk was neat and orderly, but had several trinkets along the far side, including a miniature skull.

As the camera wheeled to face Darth, he smiled warmly.

The news investigator began her questioning. "So, Mr. Darth, why did you decide to take this job?"

The students and teachers of the Xavier Institute were crowded around the televisions all over the mansion. Even Scott and Jean were interested in the new principal. The Brotherhood was also tuned into the news program, curious of the man who lost them downtown and invited them to return to school. Magneto watched silently from behind his charges.

The golden rays of light reaching in the tall windows glinted off Darth's purple eyes and light blue scar that waved over his left eye. "Well, I had been following the school's progress since the initial mutant incident. As I understand it, the school has received quite a bit of publicity, not always positive." Darth's voice was smooth and glossy, seeming to sweeten everything he said. "But I wanted to change that. I was praised highly at my last administration job, and before that was a history teacher. I felt that I would be a good fit to this school."

"You've made it known that you are intent on mutant equality. Where did you develop these feelings?" The news woman asked.

Darth's left eye twitched, then he answered. "I am not a fan of any sort of inequality. It's not just toward mutants, but I suppose I have a soft spot for them. My daughter is a mutant."

The news woman paused, nervously looking down at her question sheet. She coughed, "Your daughter… is a mutant?"

"Yes, but she's not my only child. Every student of mine has been like a son or daughter to me. I would hate to see one of them treated unfairly due to appearance, abilities, beliefs, or customs. High school has enough difficulties, there is no reason more should be added to them.

The news woman nodded, but she had lost her footing. To save face she smiled and turned to the camera, "Well there you have it. Mr. Darth will also be having a questions and answers session for curious parents and students tonight in the Bayville High gym. Channel 3 News will be there with full coverage broadcasted to viewers at home."

The screen blacked out for a moment and returned to the news station. The anchor looked ill-prepared to be cut to so soon, but he too quickly overcame his slight distress. "Thank-you Mary for that in depth look at our area's newest principal. Next will be—" _Zzzink._

Rouge stood up with the remote in her hand. The students in the Rec Room looked at her expectantly, but she said nothing. Throwing the remote to Kurt, she walked out of the room. Benj rose with a peculiar look on his face and followed her out.

All eyes turned to the professor. He was watching the pair exit with an eyebrow arched. When he realized everyone was watching him expectantly, he coughed quietly, "Hem- Well I think I would like to meet this new principal in person."

* * *

Rogue wasn't really sure why she had walked out. It was just a quick impulse she didn't even think about. She paused in front of her door.

"Rogue!" A voice yelled behind her. It was Benj. He ran up to her and stopped. He was wearing a dark green t-shirt, black athletic shorts, as well as his rough padded gloves. He brushed the hair out of his eyes and began talking, "Why'd you leave so suddenly?" Benj asked breathlessly.

Rogue shrugged her shoulders, "Ah don't really know…" She turned to face him and leaned against her door. Benj's cheeks flushed a little. "It was just a sorta impulse Ah got. There's something about that new principal… Ah just can't put my fingah on it…" She trailed off.

The blonde teen rubbed the back of his neck and avoided her eyes. He got a similar feeling of Principal Darth, but it was a bit more hopeful. Finally there seemed to be someone in authority on mutants' side.

"I don't know, Rogue. I think he seems pretty cool." He said, still avoiding the beautiful green eyes of Rogue. His crush on the slightly older mutant was growing every day. He figured it had to do with the swagger she had. Rogue had a type of confidence that Benj often wished he had, and the fierceness of a lioness (as Leo liked to say).

Rogue raised an eyebrow as Benj seemed to zone out, staring at the floor. The new mutant was always finding new ways of surprising her and the older mutants at the Institute. He was progressing rapidly with his powers, having just the day before succeeded in changing the air around them into a thick fog. He was doing tremendously well in Danger Room sessions. He, Leo, and Tyler were surpassing the younger mutants, who were still referred to as the New Mutants (it made referencing the newest arrivals difficult, the New New Mutants was a tad redundant).

Whenever she talked to him one-on-one he acted like himself, but when more people were added in he seemed more timid but even more desperate for her attention. Although he denied it, Benj had left her flowers a few days ago, after she saved his butt during a Danger Room session. Then he started wearing those gloves. She was pretty sure he did it for her, like if she had to stay covered, he'd do so too (in a way). Like sympathy gloves.

She had a feeling the kid had a crush on her, but was unwilling to do anything about it. Rogue didn't want his crush on her to be anything like her crush on Scott. Scott was oblivious that Rogue had any feelings toward him. As smart as the visor-wearing mutant was, he was an idiot when it came to relationships.

Rogue wanted to return some of Benj's feelings, but she felt it would be unfair. Benj definitely deserved something more than she could offer. He appeared to be okay with it, but Rogue would never accept that. She just couldn't do that to the blonde teen.

And then there was the whole thing with Gambit. Rogue didn't like to think about that incident tooo much. Despite how it turned out in the end, he had still used her. The man was charming, she'd give him that; but he'd charmed his way into a lot of beds and Rogue wanted him NOWHERE near hers.

Benj stifled a laugh as the last thought went through her head.

She glared at him in a mix of mock and true anger, "Ya sneaky demon! Ya were in mah head!" She yelled, cracking into a smile.

Benj smiled sheepishly "Sorry, just curious."

"Oh, yeah? Are ya curious about mah fist too?" Rogue's voice dripped with sarcasm as she swung her fist at Benj. He stepped back, letting the gloved hand graze his cheek. His turquoise eyes glimmered playfully.

"Oh? So that's how you want it southern gal? ¡_Vamos_! " He taunted, bouncing lightly on his toes.

Rogue launched herself at him. She swung punches and kicked out but never touched him. She wasn't trying very hard to. He ducked and dodged everything she threw at him, entering into a dangerous but light-hearted dance.

Down the hall the two of them fought; then when Benj ran up the beige wall and landed behind her they continued on in the other direction.

Rogue was careful to watch Benj's breathing as he dodged and blocked her strikes. She knew that his asthma was easily triggered and was anxious to cause him to have an attack. He may be able to control the air around him, but had no control over that in his lungs.

Benj caught the next punch in his gloved hands and paused, his breathing a little ragged. Rogue stopped, seeing the panic beginning to creep into his eyes. His lungs were constricting, slowly but surely. As his chest tightened more, Benj fished in his long pockets for the little silver canister. He let go of Rogue's hand and rested an arm against the wall. Taking slow breaths he tried to calm his breathing on his own. Every breath made a raspy sound as it entered his lungs.

Rogue put a hand on his back as he straightened himself up. He placed the inhaler to his lips and pressed the release. He breathed in two puffs then stopped. The lungs in his chest expanded and he felt much better.

"I think... I won." He gasped.

Rogue frowned, "Ah think ya're confused, Benj."

He smirked. "_Am I_? Last I checked, you were attacking me, but now that you've stopped… I've won." He started walking down the hallway to the stairs.

"Oh no!" She called after him. "Ya haven't won anything. But if ya're so keen on provin' ya can beat me, why don't we ask to use the Danger Room for our next fight?" Now it was her turn to smirk. She crossed her arms as Benj turned around in mock horror.

"You wouldn't!"

"Ah would."

Benj threw his hands up in surrender. "Fine, fine. Let's call it a draw."

* * *

Leo was watching Amara and Tabatha at the mansion's pool. He wasn't trying to be a stalker, but sometimes an artist had to stalk. Wearing a white sleeveless shirt and red swim trunks, he sat on a chair at the edge of the pool sketching the two girls. He was finding Tabatha's hair to be both challenging and fun, not unlike her. She was a pain to work with in Danger Room sessions, but a joy to hang around otherwise. Everything was some sort of pleasure trip to her. One of the last training sessions went a little like this:

"_We have to cross the finish line!"_

"No problem, let's blow things up! "

"_No Tabatha, CROSS the finish line. "_

"Oh, you take things too seriously."

"_Too seriously? That's the assignment!"_

Leo couldn't figure out why a girl like Tabatha would be friends with a shy girl like Amara. They seemed almost opposites but were the best of friends. He just couldn't quite understand it.

The teen went back to sketching, his hand almost a blur against the pale white surface of his paper. The pencil made smooth strokes as he drew the girls sitting with their legs in the pool. His eyes were focused completely on the drawing expanding from his hand.

"Hey there, kitten. Whatcha drawing?" Tabatha asked from right beside his ear.

He jumped up and nearly stumbled into the pool. Flailing his arms like an idiotic bird he caught himself and glared at the spikey haired mutant.

"Not funny Tabs." He growled.

"What? Shouldn't a girl know when a guy is stalking her?" She teased, sitting in his chair.

"No, actually that's the point of stalking. And I wasn't stalking you either." He replied.

"Well you should at least let a girl know. That way she can show an artist more… interesting features."

Leo shook his head trying to get that image out of his mind.

Amara walked up behind him. "Although I disagree with that last point, you should at least warn us."

Leo turned and bowed, "_Lo siento, señorita_. Maybe you would like to see what I've been working on then?"

"Yeah sure." She answered.

He held out his sketch proudly. Amara gently took it and examined it. Her face flushed slightly, and she grinned. "Wow, this is beautiful."

He leaned in, "I only draw the truth, you know." He said quietly.

She turned to him, about to say something when the professor's thoughts sliced through.

'_All students and teachers I would like to see you in the common room._' The professor's mental voice said.

"Well, you can't argue with that." Leo grumbled, his flirting attempts foiled. Gathering his things he began heading into the mansion.

* * *

"What's up professor?" Scott asked as the last few students trailed into the common room.

"As you all know, there is a question and answer session with your new principal tonight. I would like you all to be there." Professor X replied.

Leo raised his hand in question. "Uh, is this just a 'let's see what he has to say' or a 'make sure no one dies' sorta obligation?" Other students nodded as he flicked his tail nervously. He wasn't comfortable being in a crowd of potentially angry humans.

"Both." Xavier responded. "And that's why Forge is here with some new communicators." He gestured behind him to the inventor. "We need to make sure this remains peaceful."

"Alright, can I have a volunteer?" Forge asked, rubbing his hands together. The mutants shuffled their feet, reluctant to be some sort of guinea pig. Suddenly Ray sprang forward. He glared back at Benj, who was standing behind him. "Alright! Now come here Berserker. Great. These communicators," he held up something small and metallic. It was about the size of a blue tooth. "are state of the art. I customized each one to react with your powers without exploding or sustaining damage," he turned and looked at Rogue. "Sorry, Rogue. Yours was the only one I couldn't configure that way. There are just too many possibilities to factor, so be careful." He whirled around to face Ray. "Now take Ray for example. However unlikely, he could cause an electric spark to hit his communicator while he's wearing it. Instead of blowing-up or shorting out his communicator is shock-proof, so it won't." He held up Ray's communicator again, which had a little blue lightning bolt on the side. "Now, Ray, take this and try to shock it."

Ray nodded. After taking the ear piece he allowed electricity to spark and leap from his fingers and onto the device. The blue sparks clung for a second then seemingly jumped off.

"See? No damage what-so-ever." Forge said proudly. "They can also connect to single devices without the rest of us hearing the conversation. Say I just wanted to talk to Ray over the communicators. I would take my communicator." He picked up a bronze-colored ear-piece with an etched hammer on the side and stuck it into his ear. He gestured for Ray to do the same then continued, "then say 'Forge to Berserker'." There was a slight buzzing. "You can't really tell but now whatever I said over the communicator would go straight to Ray, and not to anyone else. When you use this function you have to use codenames or it won't work. Now, for Jean you just say Jean, and Leo, since you elect to abandon your codename most of the time, I set it to respond to just 'Leo' in addition to 'Liontail'. Are there any questions?" Forge asked. Everyone shook their head. "Groovy, now you guys can come up and get your new communicators."

There was a surge forward as everyone jumped up to grab theirs.

"Everybody, please quiet down." The professor shouted above the ruckus. "I want everyone to sit in groups of at least two in case of trouble, but try to spread out. We want to gage the response of the crowd."

As the mutants began to disperse, Charles made mental contact with Logan and Rogue.

'_Logan, Rogue, I want you two to be by Leo. Just in case…'_

'_In case he loses control, no problem professor.' '_Rogue answered back.

'_Let's hope he doesn't Chuck. Nothing would wreck this thing more than a mutant attack.' Logan thought gruffly._

'_Agreed.'_

* * *

_The Brotherhood Boarding House_

Lance sat strumming his guitar on the couch as Blob stared blankly at the TV screen. As usual, nothing was happening. Pietro sped into the room suddenly and glared at the two with his mouth open.

"What are you two doing just sitting there?" He yelled throwing his arms up. "Aren't you coming to that new principal thing?"

Lance lazily rolled his head to look at him. "Why would we? I have no interest in Darth; we'd probably be wastes of space there."

Pietro opened his mouth to speak when Magneto walked up behind him (he was starting to do that a lot). "You will come because I said so."

Lance bolted upright and threw his guitar aside. Blob tore himself away from the TV as well.

"Yes sir." Lance said nervously, standing up.

* * *

The session was being held in the school gymnasium. The bleachers were fully extended and several rows of metal folding chairs were set out in front of them. A small stage was set up in the center of the court with a wooden podium on top. Already, thirty minutes before it was scheduled to start a huge crowd was gathering. The X-Men arrived in a variety of vehicles. Scott packed five others into his red car, and Charles had driven the X-Van. That hadn't been quite enough so Jean drove her SUV, Logan took his bike, and Leo rode the black with green accents motorcycle the Dysons had brought with them. Once at school the group rejoined then split into smaller groups.

Inside the gymnasium the X-Men spread out and secured their communicators. Logan, Leo, Benj, and Rogue sat on the left side and everyone else placed themselves randomly in the quickly diminishing available seats.

Magneto and the Brotherhood crept in the back and filled the back row.

"Hey, Benj." A scratchy voice said from the aisle. It was Vince, the black-haired teenage skater. "Don't mind if I sit by you do you?" He asked. Benj shook his head.

"Nah, man. Go straight ahead." Benj replied.

Vince sat in the open seat to the left of Benj. He pointed to the silver communicator in his ear; his had a symbol that looked like a gust of wind. "What's up with the blue tooth man?"

"Err… a gift from the professor." He lied.

"Cool." Vince said.

The noise in the gym grew to a loud rumble. Finally Principal Darth walked onto the stage. The noise died down and the news crews in the gym turned their cameras to the small stage set up on the court.

He stopped in front of the podium. "Thank you all of you for coming tonight. Hopefully this will clear up any confusion and questions. Just raise your hand and I'll call on you. It'll be just like high school." He laughed.

Several adults raised their hands in the audience. Darth pointed to a business man with brown hair.

"I have a question about the sports program. How will you be able to ensure the mutants don't use their powers?"

"Each player will have to sign a no-power agreement-"

"But how will you guarantee they will hold it true?" The man interrupted.

Darth's eye twitched in annoyance of being interrupted. "As I was saying, they will have to describe their abilities. From there we will be able to tell if they're using them. If they do use them I will decide on the consequences."

The man sat down, and another person expressed a complaint.

"What about if a mutant loses control of their powers? Dangerous out-of-control mutants shouldn't be allowed on campus! Also how can you be sure they really lost control and didn't just purposely use their powers?"

"Mutants without control are always a problem. We don't have a solution to this yet, but I am making arrangements." Darth replied. His face darkened, "And for your last question, I will be the judge on if they lost control. As many of you know, my daughter is a mutant. I am well aware of how it is when one loses control." A cool smile spread across his face. "May I remind you all to raise your hands?"

An angry looking man stood and yelled at the principal, "Why are you even allowing mutants in the school? They are nothing but trouble makers and freaks! I for one would never send my kid to a school alongside mutants!"

Mr. Darth didn't yell back. Instead he took a deep breath and answered calmly. "Are you old enough to remember segregation? If not, let me explain. It was a time when black and other colored people were not allowed to go to the same places, do the same things, or eat the same food as whites. It was terrible. It broke the country apart and took strong men and women to abolish it." He looked out into the audience. "Maybe some of you 'colored people' out there can remember a time when a white man or woman came up to you and said 'move' and you were expected to do so. Maybe you knew people who were persecuted because of their skin color.

"If the Civil Rights movement isn't your style, let's go back a bit to the Holocaust." Magneto in the back tensed. "Jews were slaughtered merely because of their religion. Do we want it to be like this with mutants?" He paused. "A few months ago I heard a speech given in this very room about why mutants should attend school here. The young mutant who gave it was smart and intelligent; she was even on the soccer team here. She pointed out that lots of people have the Advanced X Gene. Some of your children might even develop it, and would you want them to be treated unfairly?"

He paused again. "You probably don't even realize this but there are many mutants among us right now." The X-Men all tensed in their seats, as did the Brotherhood. "You there." Mr. Darth called, pointing straight at Logan.

"Uh oh…" Leo muttered.

"Sir, do you realize that sitting to your right is a mutant?" Darth asked Logan.

Logan turned his head to look at the girl next to him. He was glad Darth hadn't said left, because that was Rogue and she didn't want any attention drawn to herself. Next to Logan sat a teenage girl about the age of seventeen. She had dirty blonde hair that hung straight down to her shoulders, and startling neon green eyes. She wore a gray and tan striped fitted T-shirt and jean shorts. Her arms were folded across her chest, and she seemed not at all surprised to be called out in front of the crowd. The girl stood, revealing herself to the rest of the crowd.

"That, ladies and gentlemen, is my daughter, Claire." Darth's voice was filled with pride. He looked back at Logan. "Did you realize what she was, sir?"

Logan snorted, "No, and I hang around teenage mutants every day!"

Darth smiled. "See? It is almost impossible to tell a mutant from an average human. Any more questions?"

Magneto stood in the back and raised a hand. Darth pointed to him. "Yes, how will you punish students who use their powers?"

Mr. Darth frowned slightly, "Not punish, discipline. It depends on the student and how many times they have inappropriately used their powers. I believe that different types of discipline can have a profound effect on different students. One might respond well to detention, while another might need to do custodial work to get the point."

"I see…" Magneto answered. "And if a threat is made on a mutant by a human?"

"I will deal with that severely. Any form of threat will not be tolerated and the one who threatened, human or not, will most likely receive suspension or worse." Darth growled, losing his typically sweet tone.

"That's all I wanted to know." Magneto said, sitting down.

"More questions?" Mr. Darth asked, many hands shot up. The night continued on in similar fashion with no incident.

* * *

As the X-Men left the building to return to their vehicles, one question still lingered on their minds.

How would it really be once school started up?

* * *

**Any Beta advice I ignore is because it doesn't fit my writing style or voice, so if any grammar errors slip through, blame my inner voice.**

**Fun Fact #16: The Principal Darth concept was inspired by the fanfic that brought me to this site, an X-Men Evolution Season 5. It was rated M so I don't completely suggest it to everyone aaaand it was put on Hiatus in like 2005 and dropped off a horrible cliffhanger. So yeah. But there was a line about the principals of Bayville High being like the Defense Against the Dark Arts teachers. Draw those conclusions as you will. I'll tell you the line later.**

Some of you guys have me on author's alerts, so you may have noticed I have a new story up: "Not How It Goes". And yes, I know it's a weird idea, but it's an unsticking story for when I'm stuck on writer's block. And plus I was always looking for an excuse for this pairing.

Anyways, next chapter:

Choosing a side isn't easy. And when you're pressured from all sides you might just choose both. Magneto approaches Lance with an offer. He knows about Kitty, and he'll allow it to continue under one condition. But is Lance willing to stomach it?

_Thanks to reviewers: TheWritingGirl23, san child of the wolves, and AvengedVeralin. Old readers returning. How lovely._


	9. Chapter 9: Sides

**Disclaimer: The X-Men and Brotherhood aren't mine, they're Marvel's. Though I would totally love to play with them and re-invent them.**

**Author's note:** Yeah yeah yeah. I know.

So! Here I am about a month late... heh. Short chapter, yes, but I was fighting writer's block for a while so this is what I achieved. It's a completely new chapter which the plot had always been implied to have been there in the original, but now you actually get to see it.

Thank you to my regular reviewers and welcome to the two new ones I got about a week or so ago. :D

Um, on that: So there was an anonymous reviewer by the name of "Brent". Since it was anonymous I have to address it like this. Yes, I do realize how southern accents work. I just spent a whole week in the South with the sweet tones in my ear. But also I know that just saying "Southern" means nothing as it changes area-to-area. The reason why I write Rogue's accent like I do (which I feel like you disagree with) is because I mimic the style of an old fanfic (the one that brought me here about 4 or 5 years ago). The author, to represent a Southern accent made the "er" in words "ah" as well as "I" "Ah" and dropped basically all the g's off "ing". Is it the most accurate representation of a Mississippi (which is where Rogue is from) accent? No, probably not. But it helps me get into character. I don't know what part of the South you live in, but that's rather general. Southern accents vary hugely just like Midwestern and all the many Northern accents. Thank you for pointing out that I write the accents in a way that isn't the best representation, but it's just to show it's Rogue talking. And please, next time you would like to make an example using a word with an "er" at the end, please, no obscenities. Thank you. :D

* * *

**Sides**

Lance peered wearily around the corner of the stairs in the Brotherhood Boarding House.

He, like everyone else on his team, was worried about running into Magneto. The man had already popped up twice unexpectedly, with a promise for more occurrences. Lance was no longer taking his worn path out the window of his room onto the lawn for that very reason. It would be much easier to lie as to why he was going out the front door than why he was sliding down the roof.

But he still had no desire to run into Magneto on his way to see Kitty, despite his safer pathway. _That _would be a disaster.

The teen figured the coast was clear. Voices of his housemates drifted up from the den; mild arguments and rude conversations much too comfortable for Magneto to be there. He slunk down the stairs, but still didn't make it out the door unnoticed.

"Hey Lance!"

Lance froze mid-slink in the door frame of the den, a grimace on his face. He was caught.

But what followed wasn't quite what he was expecting.

The teen lowered his arms and leg, going from his ridiculous pose to a casual one. He turned to the den and leaned against the doorframe.

His entire team was in the room, which was odd. Wanda didn't hang around the others much if she could help it. Blob was (of course) in his chair in the corner, Wanda and Toad were on opposite sides of the couch (Wanda literally as far as she could be from the irritating teen while still being on the couch), with Pietro perched on the edge of his seat in the center. The super-fast mutant looked hesitant with his hands resting lightly on his knees.

"Yeah, what?" Lance asked, fighting to keep the suspicion out of his voice, although he was certain that at least one of the Brotherhood could detect it.

Pietro glanced back at the others, as if searching for approval, and then stood slowly. _Slowly_. Lance quivered internally. Pietro didn't do _slow_.

Blob muted the TV. Lance got the sudden urge to pull at his shirt collar, but he suppressed it, still acting cool. The way they were acting was making him more than a little nervous.

"Where are you going?" The speedster asked.

"None of your business!"

Pietro's face turned a little red as he shouted back. "Actually, it is our business! We're supposed to be a team. On the same side, Lance. Instead, you act like you're against us. That you were just thrown into this house!"

"I've _never _done anything against the Brotherhood!" Lance slashed his hand down at 'anything' and stood straight up, his fists clenching at his sides. _How could they accuse him of this?_

"You hardly act like you're one of us when we're here!" Pietro countered.

Toad chimed in. "Yeah man, and your dating Kitty don't—"

The ground shook, causing the other Brotherhood members to shield their heads from falling debris.

"I'm not—"

"Bull shit!" Pietro yelled. "Drop the act! We know!"

Lance snarled, but didn't say anything back.

"Look." Pietro held up his hands and lowered his voice. "We're just trying to help you." Lance's face said he didn't believe that. Pietro continued. "Magneto's back, Lance."

"Thanks for the newsflash."

He ignored him. "You can't keep doing these stupid things."

"Dating Kitty isn't—"

Toad hopped up and pointed a finger at Lance. "He admits it!"

Everyone in the room turned and death-glared Toad until he sunk back into his spot on the couch.

Pietro turned back to Lance. "Dude, it is stupid. She's an X-Man… Woman… jeez can't these guys have a unisex name?" He shook his head. "Nevermind. You know what I mean. IT'S STUPID! If Magneto finds out, he'll think you're spying for the X-Men."

"I would never—"

"Doesn't matter what you would, or wouldn't do, Lance. Fact is, he'll think it. He'll drop you from the Brotherhood."

Silence fell. The breath left Lance's body quickly as though he was punched in the stomach.

Whether he loved it or not, the boarding house was his home. He had nowhere else to go. No family. No outside friends. What would he do? Go to the X-Men again? No. He couldn't.

He was the second one that Mystique chose. She sought him out. Why didn't his loyalty fall completely to the Brotherhood?

"I…" His team cared that much about him to have an intervention. There was more to them than he realized. He shook his head, turning around. "I have things to do."

* * *

Leo lay stretched out in the sun beside the pool. The sun on his chest warmed his entire body. He was exhausted from relentless Danger Room sessions, first with the team, then with Logan. He needed some recharging.

With his eyes closed he focused on his breathing primarily, attempting to slow his heartbeat so he would lull into sleep. Last he checked no one was around, and he was extremely comfortable in his cat-like stretched out position. He felt his mind numbing and smiled slightly.

_Cat-naps_. He was feeding a stereotype, he was sure, but he couldn't bring himself to care much.

Something whizzed by his ear. He frowned and wrinkled his nose, but didn't open his eyes.

_Whoosh_.

There it was again. A small, straight breeze bent his ear up, followed by the tiniest of snickers.

With suddenness, the mutant whirled up, sweeping his legs out and spinning in a circle. Someone fell back from his unexpected attack, landing with a thud and a soft "Ooof." Leo crouched, his eyes still closed.

"Duuuude." His prankster groaned.

Benj sat up, rubbing the back of his head. He was extremely irritated by his brother's lack of attention. His stupid eyes were still closed!

Leo opened his eyes slightly and shot a dirty look at his brother. "Dude, yourself."

"So not cool bro." Benj said, a playful smile on his face.

His brother was less than happy. "I could say the same to you, Benj. You know how tired I am!"

The smile melted off his brother's face. "I… look I'm sorry. I forgot you haven't been getting that much sleep."

Leo sat on the concrete and dangled his toes into the water. Benj came up beside him and tossed his shoes aside. The two sat in silence for a few moments before Benj spoke up.

"The nightmares are back, aren't they?"

Leo nodded, squeezing his eyes closed. "I thought they were gone. I thought I was done reliving…" His voice broke and he hung his head.

Benj placed a gentle hand on his brother's shoulder. Flashes of his nightmare entered Benj's mind. Whirlwinds of fire surrounded him, and the air became dry and searing hot. Benj pulled his hand back with a gasp.

"Wow you're sensitive." Benj muttered. "Leo, this can' be good. Shouldn't you talk to… uh…?"

"A shrink? Right." Leo said sarcastically. "I'm not doing that again."

"The professor?"

Leo pulled his head up and gazed out into space.

"Leo. Keeping this in doesn't, it's not going to help any."

Leo frowned. "What is Kitty doing?"

"What?"

Benj followed Leo's out-stretched arm to see Kitty creeping across the lawn. The teen looked around nervously every few seconds, inadvertently drawing more attention to herself than necessary, when she got to the gates she phased through.

There was a rumble out of sight, and the sound of tires on pavement.

The brothers looked at each other.

"Well that was weird."

* * *

"Alright. What's wrong?"

Lance and Kitty were walking out of the Bayville Downtown Theatre. The sky was beginning to darken, a navy blanket with pinpricks of lights extending up from the horizon. The evening was fair, a cool, sweet, summer breeze whipped up the teen's clothing and hair. The neon lights from the theatre glowed warmly, but cast strange shadows across the parking lot.

Kitty had to jog to catch up with her boyfriend, his strides were fast and long, carrying him quickly over the pavement. He was acting so strangely. As she caught up with him she reached out and closed her hand around his wrist, tugging him back. She pulled him close and pressed up against him, staring straight up into his face.

"Lance."

The boy looked down at her with a pained expression. It didn't make her feel any better. She reached up and slid a hand behind his neck.

"Lance. Talk to me, please. You've hardly said anything all night."

There were several moments of silence. Lance gazed around him, trying to avoid Kitty's eyes. Finally, he spoke.

"The Brotherhood… they're on my case."

"What?" Kitty frowned, stepping back. "Like… like what do you mean?"

Lance leaned back on his heels and sighed. "They're concerned that me dating you will make Magneto kick me out. They organized a sort of 'intervention'."

Kitty frowned more. "Would Magneto… you know?"

"I don't know. It's probable." Lance shook his head.

"Well if he did, you could always, like, come to the Xavier Institute."

"No. You know that wouldn't work."

"It might." Kitty continued. "Colossus is there now, you know. He was an Acolyte even!"

Lance scoffed. "That man had hardly fought against you. And he did it in threat of his family."

"So? You fight in order to, like, have a family."

He froze. That thought never occurred to him. "Kitty, despite what you think, the Brotherhood isn't a family. We're just a bunch of losers who live in the same house."

"They care for your safety." She stepped forward and took his hands. "I mean really, they had an intervention on your behalf. You guys have been through a lot, you know?" Lance sighed and shook his head. "But I know you don't, like, love it there." She squeezed his fingers. "Come on, Lance. Just try the Institute again."

"I… I can't switch sides again." Lance muttered. "The X-Men won't trust me. You know that." He locked eyes with her, hoping she would understand. "I will never have a place with the Brotherhood ever again. You don't just _get _to switch sides whenever you like. It doesn't work like that."

He groaned and walked in a small circle. "We're just teenagers! We shouldn't have to think about things like this! Loyalty to a frickin' cause!" He clenched his teeth and fists. The ground under his feet vibrated in his frustration.

"Lance!" Kitty hissed as the vibrations turned to small rolling waves, causing cars to shake. She glanced about nervously at other movie goers who were stumbling on the shaking ground. She snatched his arm. "Like, calm down. Before someone starts recognizing us!"

The teenage boy shook but he started taking deep breaths. Kitty's small hand on his arm anchored him. He calmed down and took her hand.

"Come on, let's go home.

* * *

Lance pulled up silently into the drive of the Brotherhood Boarding House, turning off his lights as he went. Only a few lights were on inside the building, all on the upper floor where their bedrooms were located. Finding this as a relief, Lance climbed out of his car quietly and carefully closed the door shut with a click. He tapped the lock button on his keys.

He wasn't in a great mood, but being with Kitty had improved it substantially. He opened the front door with not even a squeak and walked into the kitchen.

Assuming everyone was upstairs, he felt like he could raid the fridge in peace. With Magneto's return the fridge was actually stocked with food.

He crept into the quiet room and yanked open the door to the fridge, yellow light spilled out into the kitchen. Lance pushed some food around, and then pulled out a mostly empty box of pizza. He turned to set the pizza down on the small table and nearly dropped the box.

Leaning against the entryway to the kitchen stood Magneto, his arms crossed across his chest. The soft yellow light cast long shadows over the man's face. His expression was mysterious, a mix of disappointment and excitement… it wasn't exactly encouraging to Lance.

"M-magneto." Lance stammered. His heart leapt into his throat and subconsciously gripped the cardboard box tighter.

"Hello Lance. Hungry?"

The boy swallowed, trying to regain his composure. "Y-yes sir. I was just—"

"Hungry for some food after your night on the town. I completely understand." The man's voice was as smooth as gloss. He stood up slowly, and flicked on the kitchen light. Lance's eyes dilated as he adjusted to the change in light. Magneto walked over to the teen and took the pizza box for him, at the same time reaching over and closing the refrigerator door. The man smiled and strolled over to the table. He set the box down and gestured for Lance to take a seat.

The young mutant was frozen in his spot, but somehow he got his feet to disconnect from the ground. With stumbling steps he went over and sat in the chair. Magneto sat across from him.

Opening the box, Magneto slid it over to face Lance. "Go on, I came for the same reason. Let's eat."

Suddenly Lance was not very hungry. It felt as though a lead stone had fallen into his stomach. He fought his nerves and took a slice. "Th-thank you sir."

Magneto nodded, and rotated the box, taking a slice of pizza for himself. He shut the box and slid it to the side. "So, Lance, I hear you are spending a lot of time with Miss Katherine Pryde."

Lance numbly chewed his pizza. He knew fear shone out of his eyes and that the man saw it. "What do you mean sir?"

"Lance, I never took you for someone who was unwise." Magneto mused. "You are a smart kid. Mystique was right in finding you." He paused. "You led this team for a short while."

"I… suppose."

"Did you like doing that?"

Lance thought for a moment, selecting his words carefully. After all, the current peer leader of the team was Pietro, Magneto's son. "I feel like I did an okay job. But… I never learned to do it right. Pietro is quicker at picking things up."

"Yes, I suppose so." Magneto agreed. "Tell me, would you like another opportunity?"

Lance frowned. "What do you mean?"

"You must realize that I have much more planned for the Brotherhood now than to simply mess with the X-Men. When I find more recruits, I will need someone to… help them along." Magneto explained.

"Well I uh…"

"I know it's a big offer to consider, so take your time." The man stood, brushing his hands together to disperse the pizza crumbs. He turned to leave, but looked back unexpectedly.

"But Lance, you must make your decision now on _who _you stand with. I understand you have strong feelings for Miss Pryde, but this cannot become an issue." He said sternly, his tone pointed. Suddenly he smiled. But the way he smiled made Lance's skin crawl, and the teen knew he had made a mistake.

"I think I have a way you can prove yourself while still being with Miss Pryde… Your other option is you can leave."

Lance gulped, and rubbed the back of his neck. He was in dangerous quicksand now.

And Magneto was the only one in sight with a rope.

"What do you want me to do?"

Magneto walked back in a little ways. He had won. "Oh, nothing much. Just keep tabs on our X-Men friends through what Shadowcat says. And if I ask you to feed her some false information about the Brotherhood, you will do just that."

Lance nodded silently, his eyes falling to the floor.

"You know the old saying. _Keep your friends close_…"

"…_and your enemies closer_."

* * *

**Fun fact #17: This Lance plot-line was always there, though never fully brought to light. It ends up being rather important, soo I kinda had to restart and add it in.**

**Fun fact #18: I have always been one who was more supportive of the Brotherhood cause. In X-Men Destiny (video game) I tend to always choose the Brotherhood. So I will never represent the Brotherhood as fully "evil" as many do, but simply a different point-of-view. It's more realistic.**

Well there's this weeks addition. I'll be updating _Not How it Works_ soon. Chapter 10: First Day of D-Factor should be up in a day or so.

Thank you again to my reviewers! See ya soon!


	10. Chapter 10: First Day

**Disclaimer: The X-Men aren't mine. They're Marvel's. OC's are mine. And especially presenting: Enrique Oculto!**

**Author's note: **HA! I DID IT! Yeah, lo hice!

^That's from the old chapter. But very glad I got this done in like two days. So here ya go. This was always one of my favorite chapters.

**Enjoy. Enjoy. Read. Read. Review. Review. (doubled up since I forgot last time)**

* * *

**First Day**

_Beep. Beep. Beep beep beep. BEEP BEEPBEEPBEEPBEEP! BE-zt._

Leo slammed his hand down on the alarm clock.

It was the first day of school, a new beginning. And if Leo didn't get up soon, he'd never wake up Benj. Sighing, Leo rolled out of bed and onto the floor. The minor pain of pinning his arm under his chest brought him to his senses.

He sprung up and threw on sleeveless red T-shirt and khaki shorts. He crept over to his desk and opened a small wooden box. Inside were multiple shark tooth necklaces, many were painted in shiny metallic colors. Looking over what he had, he selected one painted bronze.

Leo turned to Benj with a smirk on his face. "Benj! Get your ass up!" He roared, inched from his brother's head.

Benj rolled over lazily and glared at him with one eye half open. "My assisp erfect lyhap pyhere." .He mumbled, rolling back over.

His brother shook his head and grabbed one end of the bed. "I'm gonna flip you bro." Leo warned. "Get up now, or forever be in pain."

Groaning, Benj sat up a little, then flopped back down._"No me gustan las mañanas."_(I don't like mornings.)

"_Yo sé, pero…_you have to get up!" With that, Leo lifted the mattress up and flipped Benj onto the floor.

"Oof!" Benj complained when he hit the floor._"No me gusta tú._" (I don't like you.) He grumbled.

"Awww, love you too, brother." Leo said in a false caring tone.

Benj scrambled out from underneath the upturned mattress and walked over to the closet. He hastily grabbed a green striped shirt, and a pair of jeans. He flung them on quickly and blasted a jet of air through his hair.

"Who needs combs?" The boy laughed, grabbing his gloves from his nightstand before running out the door.

Chuckling, Leo gelled up his hair into his signature spikes, and then he ran down to the kitchen.

* * *

If they thought breakfast was chaotic normally, this morning brought a whole new meaning to the word.

Students threw milk cartons, juice jugs, and bread through the air to each other. Fruit bounced around the kitchen, a few becoming breakfast causalities on the floor. Sam threw an open cereal box across the room , causing cereal to rain on the students. Plates, glasses, and silverware clanged noisily, hurting Leo's sensitive ears.

With a quick glance at each other, the Dyson brothers leapt into the fray.

Leo accidently bumped into Jamie on his way to the cupboard and suddenly the kitchen was filled with a bunch of Jamie copies.

"Oh man, Jamie! Watch where you're going!" Bobby yelled.

Leo grabbed a trail mix bar hastily and after a few hops he separated himself from the mass of students. The teen sat down at the large table away from the main chaos. He scarfed his find fast, then grabbed an apple from the bowl in the center of the table. Benj sat down next to him wearily with a charred piece of toast.

"Dude?" Leo laughed at the dismal breakfast.

Benj sighed. "Ray got a little frustrated with the toaster and…" he held up his toast. "BLAM! Dead toast for me."

Leo laughed and tossed a banana to him. "Don't eat the fire starter. Just go with the fruit."

"You drivin' today?" Benj questioned through a mouth-full of banana.

"Sure, as long as Ty's not taking the truck to work." Leo answered, sinking his teeth into the red apple.

Benj blinked. He'd completely forgotten Ty was actually going to work now. Speaking of forgotten…

"Darn it." He groaned, slapping his forehead.

"What?"

"I forgot my inhaler in our room." The blonde skater turned back and looked tiredly at the frothing mass of X-Men.

"No problem buddy!" Kurt's happy voice said behind them. "I'll go grab it for you."

"Thanks, Kurt." Benj said. "You want a ride to school?"

"Yeah! We're two drivers and two vehicles short this year. And trust me, you do not vant to ride with Kitty."

"Ah didn't think Kitty had her license." Rogue said, sitting down across from them.

"She doesn't, but just fair warning." Kurt said wearily as he ported out to grab Benj's inhaler.

"You drivin', Rogue?" Benj asked.

"Yeah, but not a car with enough space. The prof won't let us drive the X-Van to school. Somethin' about no armed vehicles on school grounds." She replied with a smirk.

Both brothers laughed at this.

"Yeah, that'd probably be the fastest way to get expelled." Leo joked.

Kitty came over and tugged on Rogue's arm. "Come on Rogue, if we don't leave now, we'll, like, be late for our first day!" She yanked again, trying to pull the goth out of her chair. Rogue rolled her eyes and downed the rest of her orange juice.

"See ya'll at school." Rogue said, standing slowly.

"Hey… Rogue, you know… I have my permit… do you think I could like—" Kitty began.

"No way, Kit. Ya are not goin' anywhere near mah car." Rogue interrupted.

Kurt ported back in behind the brothers in a puff of smoke. He handed the silver inhaler to Benj.

"Ready to go?" Kurt asked, switching on his image inducer.

"Yep!" Leo stood and laced his tail through his belt loops. He jingled his keys. "It'll be a tight fit, but it's better than nothing."

* * *

A yellow pick-up truck pulled into the parking lot. Leo, Benj, and Kurt jumped out and squinted in the early morning sun. The air was cool still, the sun had yet to heat things up. A cool breeze ruffled their hair and clothing, and the three exchanged glances.

"There's usually an assembly on the first day." Kurt said. He pointed out the way to the gym.

Benj gulped when they actually entered the gymnasium. There were a lot of students scattered in the bleachers.

_A new beginning,_he thought._Right, and that means a blank slate. Oh man, I hate the first day!_

Leo glanced at his brother. Mentally he said,_'I can feel your anxiety. Try to calm down a little.'_

Benj nodded and followed Kurt up the bleachers. They stopped at a row close to a floor. Kurt sat next to an attractive, dark-skinned girl.

He blushed as he turned to the brothers. "This is my girlfriend, Amanda." Leo grinned and leaned over to shake her hand. "Nice to meet you."

"Likewise." Benj said with a nod.

The two brothers' attention was drawn away by a call from Tabitha and Amara. With them preoccupied, Kurt turned away and began a hushed conversation with Amanda.

"Your parents aren't on to us yet, are they?" He asked worriedly.

Amanda laughed, "No silly, and I wouldn't care if they did. I'm not ashamed to be dating a mutant."

"I know it's just…"

Amanda took Kurt's face in her hands. "It's just what?"

Kurt sighed. "It's just I don't want to keep going behind their backs. I want them to see me as a suitable boyfriend for their daughter."

"You are Kurt, don't worry. They just don't see it yet, but they will."

"Yes but-"

"Students and faculty!" The smooth tone of Principal Darth's voice washed over the crowd. He was wearing a jet black suit, gray shirt, and a silver tie. "Welcome back! I hope you are all as excited for this next year as I am."

A half-hearted cheer rose up from the crowd.

Darth chuckled, "Yeah, I'd be the same way if I was your age. This year is a new beginning for this school. With more students than we had last year, this means I expect more participation! I want every student to be involved in at least one sport or club."

He paused. "Which brings me to the contracts for mutant athletes… They are very simple. By signing you are agreeing not to use your powers during a sporting event. It is to simply keep the competition fair and to give everyone a better chance of being on a sports team. The contracts are available in the office and should be turned into me before the try-outs of the specific sport you with to be a part of. The coaches understand they cannot keep you off the team because you are a mutant, but understand that being a mutant will not automatically get you on the team."

He paused again, sweeping his purple eyes over the audience. He straightened his silver tie and continued. "Now that those few announcements are over, I will say something you need to keep in mind while you remain at this school. Bullying of any kind will not be tolerated. It doesn't matter if you're gay," his eyes flickered to look at a teenage boy sitting in the far back, "straight, black, white, Hispanic, Jewish, Christian, Islamic, mutant or not, it gives you no advantage over another. It isn't about the skills and abilities you possess. Pure talent will not make you the best. It is how you use your talents. I know there are some students in here who can change their shape, read minds, or teleport, but this is not what makes them more talented. There are many humans who use the talents they have to make a difference. That is what talents are for, If no difference is made, then you have wasted your talents." He stopped; the whole gym was silent. "Remember what I've said these last few minutes, and have a great first day!" Principal Darth stepped back from the podium and out the gym doors. The students followed suit.

"Still like this new principal Benj?" Rogue asked from behind him amidst the rustle.

Benj creased his eyebrows in thought. "You were right Rogue, there's just something about him… I can't put my finger on it…" He trailed off as they parted ways.

* * *

_This _was the class Leo had been dreading all day. Taking a deep breath, the teen walked into the biology lab. Honors Biology I-II, a class guaranteed to be filled with freshmen.

So far, he'd survived the day. No one asked him about his tail, he assumed they just thought it was some bizarre fashion statement. There were several kids in his classes that were obviously mutants from the way they slank to the back of the classroom to avoid attention. Jazz band was cool, but he needed to talk to the professor about getting a trumpet. There was no_way_he was using the school's old beater of a trumpet.

His thoughts crashed to a halt as he walked through the door. The room was filled with lab stations, black counter tops and computers on each, and each had two stools behind it. The room smelled of fear. Leo couldn't explain how he knew the smell, but his time with Logan proved what the stench was. Already, ten new freshmen nervously inspected the lab stations. He wrinkled his nose in distaste. Not all freshmen were bad, take Jamie for example, but his outlook on the class was not optimistic.

Leo spotted a calm-looking kid near the back of the room, and decided to sit by him, figuring he was Leo's best shot at making a friend. The teen had white hair, which spiked up on the back of his skull while also being longer in the front to where it brushed his black eyebrows, a black zig-zag streak on the left side of his head etched from the front of his bangs all the way back down to the hair on his neck. The guy had dark blue eyes, which were slightly sunken, as if he was a little malnourished, a round nose, and ears that flattened against his skull. He was wearing a simple black T-shirt with a gray triangle in the center of his chest, and gray cargo pants. His right ear had a single black stud in it.

The teen's head went up as Leo sat beside him. "This seat's not taken is it?"

The teen eyed him over for a second then responded, "No." in a quiet tone.

Leo grinned and offered his hand. "Hi, I'm Leo Dyson."

The teen took his hand and shook it gently, like Leo's hand might break, "I am Enrique Oculto. It is nice to meet you." The teen had a slight Spanish (as in from Spain) accent.

"_¿Eres de España?"_(Are you from Spain?) Leo asked.

"_Sí."_Enrique replied, loosening up. "Are you as well?" He rattled off in Spanish.

Leo chuckled, answering in English. "Nah, I'm from Michigan, but my mother was a Spanish teacher, and lived in Spain for five years. My step-father's family was from Mexico."

Enrique looked Leo over again, "You are not a freshman, are you? Because you do not look like one."

"I'm a junior. Taking biology now so I can be prepared for college."

"I see, so am I!" Enrique smiled, revealing perfect teeth.

Leo was about to say something more when he saw Jamie walk in. "Hold on a sec," he said to Enrique. Leo ran over to Jamie, a crazy grin on his face. "Jamie! Awesome, we have a class together, huh?"

The younger mutant nodded. "But this means you have to help me with my homework." He smirked.

"Fine with me." Leo smiled. "Hey, I'll catch up to you later, okay?"

Jamie nodded and took a seat.

When Leo turned around he saw that Enrique's eyes were locked on him. This freaked him out a little. He had the feeling he was being studied. Enrique seemed to come out of his reverie when Leo looked back at him, and he turned away.

Leo sat back down in silence. As the late bell rang, signaling the start of class, Leo took a deep breath to prepare him for survival. The teacher walked in and laid down the rules.

Part of the way through class, the crystal over his hearted tugged at him, detecting a release of power. He took a sharp breath in and looked around to see if it was something or somebody in the room._Nothing_. As suddenly as it had started, it stopped, returning to the steady thrum from the electronics in the room.

The white-haired teen looked at Leo quizzically, but the shrugged and rummaged in his backpack.

Leo rubbed the bridge of his nose. He was still trying to get the layout of the high school, and couldn't tell where the power release came from.

He hoped it wasn't due to one of the Xavier students.

* * *

Benj looked down at his schedule. His last class was in some room called "C37". He had a better idea where the lost city of Atlantis was. Groaning, he left the metal working class room and made his way up to the courtyard. Hopefully one of the Institute kids would be there to help him out.

He walked out into the open air and shielded his eyes against the sun.

Immediately, he wished he hadn't. A large hand was now at his throat. It was the skater called Socks, a bulky black kid with a lopsided grin. He snickered, "Got 'im Lucius."

"Dent!" The infamous skater, Lucius said, spreading his arms in false greeting. Smaller than Socks, but certainly no one to mess with, Lucius had Benj out gunned. The skater was a bit taller than Benj, and more muscular. He ran a hand through his short brown hair and came up to Benj. Smiling, he flicked the silver hoop in Benj's ear. Benj struggled against the meaty hand at his throat. Only now did he realize the bell had rung, leaving the courtyard empty, minus him and his tormentors.

Lucius leaned in close to Benj's face. "I believe you owe me a debt." He snarled.

Socks threw Benj to the ground.

"I don't… owe you… anything!" Benj grumbled, while trying to force the air back into his lungs.

Lucius kicked the blonde teen. "Don't play dumb with me, Dents. You failed our bet; you owe me a hundred bucks."

Benj spat at the converse on Lucius' feet. "Eff off. I finished your damn bet." Benj received another sharp kick to the ribs. He coughed violently, and was viciously picked up and flung against the wall. He crumpled to the ground; his back pack fell off his back. Wheezing, he stood up to face his attackers.

"Stand down, Socks. This is between me and Benny boy." Lucius laughed cruelly.

Benj snarled, "DON'T CALL ME THAT!"

Lucius punched him in the stomach, causing him to buckle over. "I can call you whatever I want, see? All the cameras are out in the courtyard for reconfiguration. Ironic, huh?" The skater said, as he grabbed Benj by the shoulders and slammed him against the brick wall. He pulled his fist back and drove it into Benj's elfish face three,_four_times. Blood trickled from the blonde mutant's lip, the area around his eye began to darken.

Lucius kneed Benj in the groin and laughed as he toppled over, "I guess I was wrong, Socks! The kid really did have balls!"

Desperate to escape his persecutors, Benj slashed his hand through the air, conjuring up a gust of wind. The slice of air cut through the two bullies and flung them into the line of trees that separated the courtyard from the street.

Lucius and Socks crashed back down to earth. Immediately after, they fled, crying out "Freak!" as they threw down their skateboards.

Moaning, Benj wrapped his arms around his aching ribs. He curled up into a ball and passed out.

* * *

"Going somewhere, Logan?" Charles asked through his partially open doorway. Logan opened the huge oak doors to his study all the way and walked in.

"Yep. Thought I'd go for a ride." He turned to Storm and beast, who were also in the study. "Storm, Hank."

"Logan. We were just talking about team placements." Beast said.

"Yes, how is it going with Leo?" Charles asked, pivoting his wheelchair to face Logan.

The man grunted. "The kid's got a short fuse, but he's learnin' how to snuff it out. When it comes to raw power and brute strength, I don't think anyone, tops him save maybe, Colossus."

The professor folded his hands and rested his chin atop them, "Hmm. I've been thinking about moving him up onto the regular team. What do you think about this, since you have spent more time with him than anyone?"

"I think it's a good idea." Logan answered gruffly. "But if you're gonna move Leo up, Turbulence will have to come with eventually. The two are a package. Plus, he does a lot better at staying in control with his brother beside him."

Charles frowned. "Unless his brother gets injured… Hm, yes, Benj. He has more control, more than anyone could've expected… but he worries me. He's especially prone to peer pressure and likely to get into trouble. I fear that in a fight with the Brotherhood he would be easily persuaded to join them."

"I disagree with that." Beast said, sitting up in his armchair. "He might be easily persuaded but he has strong ties here. Your fears are unneeded."

"I agree with Hank." Storm said, a small smile growing on her face, "Have you_seen_the way he looks at Rogue?"

"What?" Logan growled. The other adults laughed. Rogue was like Logan's daughter, and_he_was definitely not ready for the whole 'dating' thing.

The laughter died when a small blinking light started up on the professor's wheel chair. "Oh dear, Cerebro." Charles said. The four of them sped down the hallways to Cerebro.

Charles rolled up to the console and placed the interface helmet on his head. The alarm lights topped as Charles closed his eyes and focused.

"What is it, Chuck?" Logan asked.

Charles' eyes snapped open. "Benj just used his powers, right outside the school. He's unconscious, I can't make any sort of mental contact, he has some sort of reflex mental shield up." He spun around. "We need to get to the school, _now_."

* * *

"No way Kitty!" Kurt argued as the two made their way to the courtyard after school. "Darth Vader would totally win in a fight against Darth Maul!"

"But Darth Maul has, like, that double sided light saber. Vader only has one, you know?"

Kurt threw up his hands, frustrated. "Have you ever seen Darth Maul choke someone with the Force? No!"

Kitty rolled her eyes as she pushed the doors leading to the courtyard open. "Like, that's only because he didn't live long enough for us to see him."

"Exactly!" Kurt shouted. "He only lasted one movie, Vader was in all six. Well, technically the last three… or first three depending on how you look at it..."

Kitty stuck her tongue out at him. "It's not his fault! Not everyone can survive being sliced in half, you know!"

"Darth Vader did!"

"Well, like… hmph!" Kitty pouted.

The two of them came to a stop a little distance outside the courtyard doors. Kitty had stopped and crossed her arms across her chest, sticking out her bottom lip. Suddenly something caught her eye. It was a black sneaker with green accents along it.

Kitty pointed and tugged at Kurt's arm. "Kurt!"

He spun around and went around the corner. "Oh my gosh! Kitty! It's Benj!" He shouted. The girl joined him and they both knelt next to the skater. "Benj! Benj, come on buddy!" Kurt said as he shook Benj. There was no response.

"Oh, man we need to get the professor!" Kurt said to Kitty.

"On it!"

"Wait, Kitty!" He shouted after her, she ran back.

"What?"

"I'll worry about the professor, you need to find Rogue and Leo."

"What? Like why would I do that?"

"We need to make sure Leo doesn't lose it. If we can keep him calm I think we'll be in the clear."

Kitty paused for a second, and then took off to find Rogue and Leo.

Kurt picked up his cell phone and dialed the Institute. Beast answered.

"Hello?"

"Beast! Benj's hurt, where's the professor?" Kurt asked frantically.

"Kurt, relax. The professor his already on his way, he should be there soon."

"Alright, bye." Kurt said, hanging up. He looked around, but luckily no one came over to the side of the building. He saw Amara and Tabitha walking out of the side doors.

"Tabitha!" Kurt hissed.

She turned around and put her hands on her hips. "What's up blue?" Her eyes fell to Benj's still form on the ground. "Oh…"

Amara walked beside her and gasped. "Is that Benj?"

"Yes, I need you two to search for Leo. We can't let him know what happened to Benj yet. He can't lose control here." Kurt replied.

"So what da ya want us to do? Distract him?" Tabitha asked.

"Pretty much. Maybe you can use your charm." Kurt answered, worriedly glancing at Benj.

"Come on Tabitha, let's see if we can find him." Amara said, pulling her friend away. "We'll let anyone else we see know!" She called back.

* * *

Leo slammed his head into his locker door. Class had been worse than he'd thought. Of course the teacher had to announce he was a junior. Of course every freshman had to ask him twice why he was taking Biology and if he had flunked before.

"If I had flunked, why would I be takin' honors?" He grumbled to himself as he opened his locker.

Enrique leaned on the locker next to him. The kid had nothing to do, and was perfectly fine with hanging around with Leo.

"Freshmen, huh?" Enrique cracked.

Leo chuckled darkly. "Yeah, wanna help me kill them?"

Enrique shook with silent laughter.

Rogue and Kitty approached the pair.

"Oh hey, Rogue, Kitty." Leo said. He pointed to Enrique. "This is Enrique Oculto. Enrique, this is Rogue and Kitty Pryde."

The quiet teen nodded in recognition.

"Goin' ta go get a mutant contract for soccah, Leo?" Rogue asked, trying to make small talk.

He nodded. "Yeah, thought I'd go grab one right now, how 'bout you?"

"Nah, Ah don't do sports." Rogue answered.

"Yeah, right! Like you could kick butt at any sport!" Kitty said.

Rogue gave her an angry look. "Maybe, but think about what would happen if Ah accidently touched someone durin' a game."

"Oh, right." Kitty said.

Enrique looked confused. "What would happen?"

Rogue bit her lip, wishing she hadn't said anything. Kitty giggled nervously. Leo blinked at the white-haired kid.

"How do you feel about mutants Enrique?" Leo asked carefully.

Enrique looked puzzled for a moment then realization dawned. "Oh. Mutants are cool. I am a mutant."

"Good." Leo said. "Hey you play _fútbol_ right?"

"Of course." He replied.

Leo grabbed Enrique's arm and left. Enrique flushed slightly and followed Leo.

"Problem solved?" Kitty asked cheerfully.

"Possibly." Rogue answered, following the duo. "Weird that Leo's already found anothah mutant though…"

* * *

Kurt looked up and saw the professor's sleek car pull up to the sidewalk next to him. Wolverine hopped out of the car and came over to where Kurt was sitting next to Benj.

"Oh thank goodness! I was afraid you got lost or something!" Kurt sighed.

"No, just a lot of jackass drivers." Logan grumbled, as he hefted Benj onto his shoulder. "Come on elf. Let's go."

* * *

Leo and Enrique walked into the administration office.

Standing side-by-side, it was easy to tell Enrique was taller than Leo, being five foot nine. Leo was naturally short, like Logan, a lot of power packed into a small exterior.

Leo walked up to the secretary. "Can we pick up the mutant contracts? Me and him want to play soccer."

The female secretary looked over her glasses at him. She narrowed her eyes and handed him two contracts. They were each about five pages.

"Fill them out,_in full,_and turn it back in within the week." She said menacingly.

_Not a fan of mutants… Great._Leo thought to himself as he handed a contract to Enrique.

"You think they have enough in here?" Enrique whispered, leaning down to Leo's ear. "Maybe they ought to add a few more pages."

Leo snorted. The secretary glared at the pair.

"Let's get out of here." Leo muttered back.

* * *

Leo and Enrique ran to Leo's truck laughing. Enrique continued to make wise cracks about the contracts the entire time. When they reached the truck Leo's gruff laughed stopped abruptly.

"Wait… you're a mutant?" Leo asked, lifting an eyebrow.

Enrique stopped his silent laughter and stared coldly into Leo's eyes. "Uh, yeah. Why else would I have gone with you to get a power contract?" He paused. "I even said I was a mutant!"

"Oh, boy. I really need to get out of school. It's meltin' my brain." Leo grumbled, rubbing his head.

Enrique shook his head. "Poor_niño_."

"Hmmm… I suppose I should find my brother and Kurt before I leave them at school…" Leo thought out loud.

Enrique looked disheartened. "You could just call them and tell them to walk."

"I could but-"

"Leo!" A girl's voice shouted.

Leo spun around to find the source of the voice. It was Tabitha.

"Hey there kitten, glad I found you." Tabitha sighed.

Leo raised an eyebrow.

"Er…" she glanced at the taller teen next to Leo. "Gonna introduce me to your friend here?" She eyed the earring in Enrique's ear suspiciously.

"Oh, yeah. This is Enrique. Enrique, this is Tabitha." Leo answered. "What did you need?"

Tabitha shook her head. "Just wanted to tell you that Kurt and Benj are gonna walk back to the Institute, so you can take off."

"Cool, thanks Tabs." Leo said, grinning.

Tabitha left the pair at the truck and went to round up the search party. "I wonder if Leo knows he's gay…" Tabitha muttered to herself as she walked off.

Leo turned to Enrique. "Want a ride home?"

"Not really, my folks do not get home for a while." Enrique mumbled.

Leo stroked his goatee. "Hmm, you could probably hang at Xavier's for a while, that is until your parents get home."

Enrique's face brightened.

* * *

For the second time, Benj woke up in the bleak whiteness of the Institute's infirmary. He groaned as his head swam. His ribs took a beating again. But this time, he was too tired to look around for someone to ask what happened. Lying back down, Benj fell back asleep.

Beast watched as Benj woke, then slipped back into unconsciousness.

"Well I think he'll be fine, professor." Beast said, turning to Professor X. "Does Leo know yet?"

"No and we are lucky he doesn't. There's no reason to take a chance with him." Charles responded. "Where is he anyways?"

"He invited a friend over." Beast said, exiting the infirmary quietly.

"A_friend?"_The professor asked with a smile.

Hank chuckled. "No, it's a guy. Apparently a mutant named Enrique Oculto."

"A mutant?" Charles wondered, "Did Leo bring him for an interview?"

"No, they're filling out their mutant athletes' contracts and finishing homework. They're in Leo's room."

Charles smiled slightly. "I will go see how it's going."

* * *

"Woah… This is way more complex than I thought." Leo grumbled.

He sat on his bed and Enrique was laying on the floor next to it. The two mutants were struggling to complete the forms. There were many questions about mutant powers, abilities, and overall personality.

"Why the hell does Darth want to know my fears?" Leo shouted, flinging the paper down.

Enrique looked sheepishly at the paper floating to the floor. "It is an odd question." He muttered. "Perhaps he does not want anyone to threaten us without him knowing how we could be threatened. Or to avoid a fearful activation of our powers."

Suddenly there was a knock at the door. Enrique sat upright.

"Come in, it's unlocked!" Leo yelled. The professor opened the door and rolled in. "Oh, hi Professor X." Leo said half-heartedly.

"Hello Leo, who's your friend?" The professor asked.

Leo groaned. He'd introduced Enrique several times already today, and was getting tired of doing so. "En-"

"Enrique Oculto." Enrique finished, standing up and shaking the bald man's hand. Leo grinned, thankful that Enrique saved him from another introduction.

"I understand that you're a mutant, Enrique."

The white-haired teen nodded.

"We here at the Xavier Institute can help you to manage your powers if you wish." Charles said.

"Actually," Enrique said quietly, "I am perfectly fine. My powers are under control."

Charles stopped, his speech interrupted. He raised an eyebrow. "Well if you change your mind…" he rolled out of the room. "Oh and Enrique, you're welcome to come by any time you want."

"Thank you."

Leo got up and shut the door. "Well that was weird." He sat back down on his bed and looked at Enrique. "What exactly _is _your power?"

Enrique smiled and spread his arms, clenching his fists. The air shimmered for a brief second then he vanished.

"Sweet!" Leo said, and then winced as there was a jarring sting in his crystal. Suddenly there was a weight on the bed next to him. Enrique's grinning face reappeared inches from his face. "Wah!" He shouted, falling over. Chuckling, Leo sat back up. "Invisibility, huh? You got a mutant name?"

Enrique nodded. "They call me Cloak."

* * *

** Fun fact #19: Enrique's last name _Oculto_ means "hidden" in Spanish. He was originally created in an OC submission to a story that apparently was never written. So now he's here.**

**Fun fact #20: I basically make all the X-Men Star Wars fans. Why? There's so much material there!**

I'll try to get the next chapter up by Monday or Tuesday. Let me know how some of these edits are, there will be more in the next two, these last couple were mainly typo errors.

See ya soon guys! Here's a preview for what's next:

**Chapter 11: _Reasons-_**There is a reason for everything. Leo encounters what it means to be moved up onto the main team, but is he ready? Magneto has a job for his daughter, one that reveals both a potential threat and ally. But as everything comes together, some mutant is reminded of a past that could mean the end of them as an X-Man.


	11. Chapter 11: Reasons

**Disclaimer: The X-Men, and Brotherhood are property of Marvel. OCs: Clay Dune, Portal, and Ricky/Enrique/Cloak are mine. Knife is a creation of magicrazy101. Ash is a creation of San child of the wolves. Glad to see them again. :D**

**Author's note: **This is totally a Monday.

Okay, I'll stop saying when I'll hopefully have chapters up because I will never achieve it. You're all like: yes, next Monday/Tuesday, great! Then like a month later, tada!

But so yeah. I was working on a paper and writer's block hit as I was like oooh, yeah gotta rewrite some things. I'll say in the A/N at the end what changed a bit.

This is the first appearance of a partial team from the Haven.

**Enjoy. Read. Review.**

* * *

**Reasons**

"Really? You all have that little faith in me?" Leo cried. He spread his arms wide and glared furiously at Kurt, the closest one to him. The professor, Logan, Rogue, Scott, and Jean were in the infirmary with Kurt and the angry lion. Benj was asleep in the bed right next to Leo.

The feline mutant glared at the each of the others in the room, daring them to say something to him. Scott rubbed the back of his neck and looked at the ground, Jean became suddenly preoccupied with her rings on her fingers, Rogue started playing with the strap on her gloves, and Kurt's ears drooped, his tail literally between his legs. But Logan and the professor met his heated gaze.

"Hey kid-" Logan started.

"You must understand, Leo." The professor interrupted. "We had your best interests in mind. Your control over your powers has not…" he frowned, "…been the best, especially when it comes to your brother being injured."

Leo bared his teeth. "That was my first Danger Room session, professor! I got it under control, see?" He said pointedly. "I'm not just some powder keg ready to blow!" He paused, frowning. "Okay, maybe I am, but I've been working on it. You know that, Logan." He turned to his mentor. "Sure, I could still use some work, but I'll never be perfect. How am I supposed to know how I'm doing if I don't get a chance to try and control it on my own?!"

"We just didn't want you to get expelled, Leo." Kurt said quietly.

"There's no need ta get so angry, we were lookin' out for ya and everyone else." Rogue added in.

Scott glanced at the others. "Look, it's not that we think you can't handle it, it's just-"

"-just, well you know, that you don't have that experience." Jean finished. "The rest of us do, so we know how to keep our powers in control."

Rogue rolled her eyes. "Riiight," She snorted. "Like Scott just _chooses _to wear them ruby quartz glasses, and Ah _choose _ta wear clothes ovah mah whole body for fun."

Jean stepped around Scott to look at Rogue, "Hey, I wasn't saying that—!"

"No, ya weren't," Rogue interrupted, heatedly staring straight ahead before whirling to face the other girl, "but just because we know how ta use them doesn't mean we got them undah control." She glared daggers at Jean. "_Some _of us aren't that lucky."

Leo looked from one female mutant to the other, his own anger subsiding as he watched the two bicker. He hadn't seen the two in the same room often, and the times he had, Rogue never said anything to Jean unless she had to. Leo began to wonder if Rogue despised Jean. He couldn't see a reason why.

A conversation that was initially aimed to calm the newer mutant down was now turning into an escalating argument between Rogue and Jean. It didn't seem like either of the girls realized it was happening either, but the boys sure took notice, Scott and Kurt were quickly backing away.

Finally, Professor Xavier put a stop to it. "Rogue! Jean!" He said sharply, freezing both their tongues. "This isn't the time."

Jean looked away from Rogue quickly, while Rogue tore her angry gaze away hesitantly.

The professor sighed. "I am sorry, Leo. We—"

"Can I have a few minutes alone?" Leo asked suddenly, his eyes falling on his brother.

"Of course, we will be right outside when you are ready to talk some more."

"Thanks." The teen replied, tiredly sitting down on the infirmary bed next to his brother's. He waited until all the footsteps had filed out of the room and the infirmary door had _whooshed _close.

Leo sighed, going back through the last hour. Enrique and he had finished their homework and soccer release forms. He discovered he had to talk to the professor about getting a sport's physical done, as they went through the different forms. Enrique had stayed over for dinner, and that was when Leo started getting suspicious of Benj's whereabouts. By that time, one would assume he would have seen him.

After that, Leo offered his new friend a ride home, anxious to find out what had happened to his brother. Storm immediately counter-offered to take the boy home herself. Leo let her, but he almost wished he hadn't.

He looked at Benj again, his fury truly softening, his eyebrows spreading apart. He could understand why they thought he would lose it, Benj was pretty beat-up. His eye was swollen and purple; there was a bloody gash on his lip, and two very badly bruised ribs. Leo had watched Beast put a new ice pack and wrapping on Benj's chest. It looked like marble cake.

When he had come into the infirmary it was just Beast, Jean, and the professor. Jean was assisting Beast with the first aid, and had informed Leo that she was going to study genetics within medical science. Her classes started the next week, at a campus that was not too far outside of Bayville.

Scott, on the other hand, was attending classes at a community college in the area. After the Apocalypse event, he turned down an admission to a nice college a few hours away. He started putting more time into the X-Men and the Institute. He co-taught (and during the year would solo-teach) the Physics and Mutant Powers class to the younger students sporadically through the week, and was always devising new Danger Room course (with or without Logan). Scott became interested in what the professor suggested, on one day taking over the school.

From what Leo understood, the professor had asked Scott to seriously consider taking his place when it was time. To Scott, his home was the Institute, and he was dead set on staying there.

His mind fell back to Benj. The skater was breathing slowly, every few breaths flinching in his sleep. Leo ran his fingers through his fiery red hair and groaned.

"I should've been there…" Leo sighed. His crystal had alerted him something was up during Biology, but he had completely ignored it. Why didn't their empathy link let him know? He didn't fully understand how the thing worked; it always seemed like Leo's thoughts and events leaked into Benj's mind but not vice versa. He made a mental note to ask his brother about it.

Breathing deeply, he stood, turning to the door of the infirmary.

'_Alright, professor.' _Leo thought, hoping he'd hear him.

And the professor did, the next instant the X-Men had filed back in, Kitty with them this time.

When they were all inside the room, the professor began speaking. "Leo, like Jean pointed out, you need a way to test your control. Due to your performance in training sessions and how you've handled events today I'd like to give you that chance." Leo looked at Xavier, perplexed. The professor smiled. "I believe it's time we moved you up onto the main X-Men team, Leo. Your hard work and dedication so far has paid off."

"Congrats, runt." Logan grunted.

The feline mutant blinked. His tail curled strangely and then flared back out. He was being moved up to an _official _X-Man.

_Woah_. Was the only thought in his head. The shock numbed his body and filled it with excitement.

Kurt was beaming at him, and Rogue was smirking next to him. "Way to go." They said in unison.

"I… wow." Leo muttered. He shook his head. "Wow."

His awed thoughts suddenly crashed to a halt.

"What about Benj?"

There was an awkward pause as Xavier cleared his throat and glanced at Logan and Scott before answering, "We decided he needs a little more time before he's placed on the full team. He works well at the moment with the younger mutants."

The teen frowned. "Oh…" Leo forced himself to hide his disappointment behind a lunatic grin. "Well, this should still be fun!"

Kurt bounced up to him and gave him a high five. "Alright buddy! Now you get one of these stylish fashion accessories too!" He gestured to something that looked like a watch on his wrist. It was dark green, and had a spherical bulge with a red X in the middle.

Professor X came up to Leo and handed him an identical one. "This is the relay to the alert system. It is connected to Cerebro, the Danger Room, and general mansion security."

"Essentially if something's wrong, it blinks." Logan clarified.

"Now, don't lose it Leo." Scott said grinning, shooting a look at Rogue. "Someone in here managed to lose hers." He mocked.

"Hey!" Rogue growled.

Leo looked down at the watch, or communicator, or whatever it was. It appeared oddly familiar, as if he'd seen one up close before. Perhaps it was just from seeing it on the other X-Men's wrists.

Kitty noted Leo's contemplative look. "Is something up, Leo?"

He frowned in response. "I think I may have seen this before."

"Well, like, we have all been wearing them."

He shook his head. "No, it's gotta be from somewhere else." He looked up. "It's like it's on the tip of my tongue but I can't say it." He turned to Rogue. "When did you lose yours?"

"Several weeks ago. But it's only evah been on me or in mah room. No one's been—" Realization dawned on her face and she slapped her forehead. "Benj broke inta mah room. That's when I lost it, the day he snuck inta mah room and knocked me out. He musta taken it then."

Leo's face brightened. "That's it! It was on the dresser in our room a while back! Mystery solved!"

There was a quiet muttering behind him, and he turned. Benj's lips were moving slightly but his eyes weren't open. Leo crouched down and listened to what he was saying.

"Shut up and go away." The blonde teen hissed.

Leo gulped, straightening up and looking at the X-Men.

Logan nodded. "I think the windbag wants us to give him some peace and quiet."

"He told me to shut up…" Leo whined.

The others laughed and began to file out of the room.

Rogue was the last one to leave, and the only one to hear the last of Benj's words.

"We came here together…"

* * *

_Xavier Institute - Rec Room_

"What do you mean Leo's on the regular team?!" Bobby yelled at Jamie. The younger boy shrugged and ran off. Bobby turned to Ray exasperated. "What the hell?"

Ray frowned. "I don't get it. We were here way longer than him." He gestured to the rest of the 'new mutants' who were grouped around them. Of all of them, only Bobby had managed to get on the regular X-Men team, and that was only recently.

"Do you know how long it took for me to earn my spot?" Bobby growled. The next part of the rant was mouthed by Tabitha who sat off to his left. "Like, nearly an entire year! If anyone deserves to be on the X-Men, it's me."

"Dude, the rest of us have been here that long too. And you're at least on the team now." Ray grumbled.

"Why do you care so much that Leo's on the regular team?" Amara asked. "We should be congratulating him, not complaining about his success."

"Yeah, and I seem to remember him kicking your sorry ass the other day in the Danger Room, Bobby." Tabitha teased.

"So what? I wasn't awake! Who is awake and ready at seven in the morning?" Bobby protested.

"Apparently Leo." Tabitha replied smugly.

"I'm going to have to agree with Bobby one this one." Sam added. "It ain't really fair that Leo got on the team over us."

Amara shook her head and stood up. "If you guys want to complain about another guy's victory, go ahead. I'm going to congratulate Leo." She said as she left the game room.

Once she opened the door, she saw that Leo was leaning against the wall just outside.

"Leo!" She exclaimed. "I'm so happy for you!"

He grunted. "At least you are. None of them seem to like me too much." He frowned and stared straight ahead at the wall. Suddenly he roared and slammed his fist into the pedestal holding a small bust next to him.

Amara jumped back, and then tentatively came closer to him.

"They don't get it! I had to work forty times harder than any of 'em!" Leo looked angrily at Amara. "None of their powers involves another side of themselves they can't let out. None of them," he yelled, pointing at the wall, where on the other side was the 'new mutants', "have a lion to tame! Sure I did it faster than 'em, but that was 'cause I had no choice!" By the end of his yelling he was breathing heavily. He looked at Amara whose face was both frightened and sad. "I'm so sorry Amara, I didn't mean to go off on you like that…"

She held up her hand. "It's okay. I'm sorry for our teammates in there who can't be happy for you."

Leo took her hand, and then hugged her. "Thanks Amara, you don't get how much it means to me to hear someone who's happy for me."

Amara's face turned bright red as Leo let go. He smiled goofily then ran down the hall.

She had no idea what just happened, but she was happy it did.

* * *

_The Brotherhood Boarding House_

Lance, Blob, Toad, and Pietro watched Magneto as he inspected the house from the safety of the living room. Blob, being unable to hide efficiently, served _as _the hiding place. The television was turned on to his usual evening cartoons, and he was able to busy himself by pretending to be engrossed in them as the others peered over his shoulders at the Master of Magnetism.

"Dude, why is he still here?" Lance hissed at Pietro. The unfortunate ground-shaker had hoped Magneto would leave them alone for a bit after their stern conversation about Lance becoming a spy on the X-Men. The man being around constantly was stressing him out.

"How the hell should I know?" Pietro whispered furiously.

"He's _your _father!"

"Yeah, the father who's been out of my life for years!" Pietro answered back.

"Yo, why don't we just ask 'im?" Toad suggested.

Lance and Pietro looked at him like he had grown horns. "Yeah, great idea! That could never backfire." Lance agreed sarcastically. "Are you insane? Magneto would kill us!"

"What, fo' askin' why he's still here?" Toad said sarcastically. "Look, if you sissies are too afraid to ask him, I will." He jumped out from behind Blob and began to approach Magneto.

"Well, that was uncharacteristically brave." Pietro mumbled.

"Yeah, but if it keeps our butts from being whooped, great." Lance whispered. Anyone else suffering Magneto's wrath but him was a perfectly fine solution.

Toad hopped up behind Magneto and cleared his throat. The man turned around and glanced down at the teen. Once again, Magneto was wearing his 'strictly business' suit.

"So, uh, Magneto, boss, sir… What exactly are you still doin' here?" Toad asked tentatively.

Magneto looked down his nose at the disgusting teen. "I am going to pay for repairs to this pathetic boarding house. My Brotherhood cannot just live in slop. To be taken seriously, you cannot just appear to be teenage delinquents. I have plans for you that require more serious measures. As for why I'm still here, I'm here to stay to whip this team into shape. More than just my daughter's skill is needed."

Toad gulped at the ominous statement and hopped back to the guys. "He ain't goin' nowhere. Magneto's here to stay."

"What?" Pietro yelled, his voice quickly dropping to a hiss. "The man who left us here to fend for ourselves is now living with us? I can't believe this!"

"Believe it, Pietro," Magneto said, causing the boys to yelp. "You wanted to be a part of my plans before, are you still interested?" The boys glared silently. "If not, I can always arrange for public services to come and place you back in foster care." He said menacingly.

The comment was directed at Lance more than anyone else. He spent most of his life in foster care, bouncing between families, and was not willing to **ever** go back. It looked like he was going to be doing exactly what the man said.

"No, sir." Lance said nervously. "We're on board."

"Good. I think it's time to try to lure the new mutants the X-Men are hiding out." Magneto said, turning away. "Suit up, Wanda will join you shortly."

Pietro emerged from behind Blob's chair. "Just where is Wanda?"

"Doing some… research for me." Magneto answered.

* * *

Wanda crouched in the shadows on the roof of a warehouse downtown. She peered down into the alleyway Magneto was having her watch. There was nothing but a dumpster and a couple of overflowing trash cans. She didn't know what was so special about it until she saw a purple swirling mass emerging from the brick wall.

The swirling looked like a portal opening; she assumed this is what Magneto wanted to know about. Pushing increasing boredom from her mind she watched as several dark figures emerged.

First was a girl with dark brown hair with purple streaks. She had a long black trench coat on and some sort of tight purple clothing underneath, but in the dark lighting it was hard to tell what exactly. The girl immediately turned her attention to the portal and extended her hands, as if she was keeping it open.

Then another girl followed out, wearing a tan cloth mask that covered all of her face, minus her neon green eyes. She was also wearing a light weight tan uniform that looked like a martial arts costume, but was slighted armored in the chest. As she emerged from the portal she rubbed her forearms that were covered in an elegantly patterned bronze wrist guards that went nearly to her elbows. A curved sword was slung across her back. She hissed something to the portal and another two figures came out.

Both were girls as well. One was very short, maybe just barely over five feet (but also possibly not even that), and had dark dirty blonde hair pulled into a ponytail. The suit this girl wore was half green, and half blue, the blue half being on the right, the green on the left. On the sleeves and legs there were hazel and brown curved stripes going down to her wrists and ankles. On the back of the uniform was a purple paw-print, and there were two matching smaller silver ones on the chest of her uniform. Brown boots covered her feet, and brown fingerless gloves were on her hands.

The other was of average height, possibly around five foot six inches. She had tan skin, short dark brown hair, and an elfish face. Her ears were pointed as well to match her facial features. The body build of this girl held hidden power, although little muscle showed it was obvious she was extremely flexible and able to hold her own. She wore a tight black body suit with matching gloves, a thick belt with throwing knives strapped on, a black trench coat over top, and orange tinted aviator goggles around her neck.

"Alright Portal, where'd he say he was?" The girl in tan asked, her green eyes sweeping the alley.

"Ricky said he was about two blocks down. He had the woman drop him off at the apartments over there." 'Portal' the girl with purple streak in her hair answered. "He just texted he's trying to get her to leave without her seeing him enter one. She seems intent on making sure he 'gets home okay'." She laughed, a nasally sound.

The elf girl laughed too. "Yeah, if she knew where he really lived she'd probably have a heart-attack." She had an under-laying Italian accent. "So what's the plan Clay?" She asked, turning to the girl in tan.

Clay's eyes narrowed, although Wanda couldn't see her face she knew she was frowning. "Well… Knife," she called the Italian elf, "you and me are going to _pick up _some groceries." Knife snickered. "Portal, you stay here with Ash and wait for him to show up. When he does, just wait here, we won't be too long."

Knife removed her black trench coat and threw it to Portal. "Hold on to that, will ya?" Portal nodded and caught the flying coat.

"Come on." Clay growled impatiently. "I haven't gotten to steal anything in over a month since Jaller got elected leader." Her voice held a lot of restrained anger.

"Oh relax Clay. When we get back we can talk about that guy in the back of your English class."

Clay stopped nearly at the entrance of the alleyway. "Shut-up. Now."

Knife laughed and ran up the side of the brick wall and perched half-way up. "If you don't want me to tease you, you shouldn't tell me these things!"

Wanda shook her head. These were the mutants Magneto wanted her to keep an eye on? They were nothing but a couple of teenage girls.

"This was a waste of my time." She growled softly. If it wasn't her father who assigned the mission, she would have left right then. She watched the two girls exit the alley and redirected her attention to the two remaining.

The short one, apparently Ash, stood silently and looked around her with curiosity. Portal climbed atop the dumpster and took out a cell phone. The light from the screen lit up the dark alley.

"Alright, Ash. Ricky's almost here. I hope Clay and Knife are fast." Portal said, leaping down from the dumpster. Ash nodded, and wordlessly took Knife's trench coat from Portal. "Thanks."

A male figure appeared in the lamplight just outside the alley. He glanced cautiously side-to-side before entering. Entering slowly he pulled the brown hoodie off his head, revealing short white hair like Pietro's. Unlike Pietro, though, he had a black zig-zag going down on the left side of his head

"Ricky!" Portal squealed as she rushed to hug him. He accepted it one-handedly.

"Hey Portal." Ricky said, wrapping his arms around her and lifting her up. She was just a little shorter than him. "Where are Clay and Knife?" He asked, his voice held a Spanish accent.

"Grabbing some groceries." Portal giggled.

Ricky chuckled silently. "How has your day been Ash?" He asked softly, turning to the silent girl.

Ash mumbled something, and Ricky nodded. "I know right? Beats the 'home schooling' we get at the Haven. Make any new friends?"

Ash shook her head.

"Oh well." Ricky smiled hugely. "I did."

"A guy?" Ash mumbled in question.

Ricky nodded, his smile growing.

Ash didn't smile but showed her happiness for him by giving him a thumbs up. Ricky's smile increased even more, if it was possible. He knew Ash almost never smiled, and that if she did it didn't actually show how she was feeling.

Portal smiled sadly and walked away.

Wanda rolled her eyes. If Magneto wanted her to watch teenage drama she could always turn on _Degrassi_. She continued to observe as this Ricky described whoever this guy was. She couldn't have been happier than when the two girls Clay and Knife came back with arms full of grocery bags.

"Alright, I give the police twenty minutes or less to find us. Let's go." Clay commanded. "Nice to see you Cloak, how was the Institute?"

Wanda's eyes widened. One of them had been inside the Xavier Institute. Maybe this was why Magneto wanted them observed.

"Fine. It is HUGE. Although I still prefer the Haven. Nothing is better than being able to see the stars from my bedroom." Ricky, AKA Cloak, said.

Clay nodded. "Portal, take us home."

The girl with purple streaks in her hair spread her arms wide and a swirling purple portal opened up in front of her.

Clay tossed the bags to Cloak and Ash and drew her sword. "You guys go on, I'll follow up."

Her team filed into the portal, leaving just Clay and Portal out. Clay turned her neon green eyes up to wear Wanda was hiding. "You." She yelled, pointing her sword at Wanda. "Come on, I know you're there."

Wanda's breath caught in her throat as she stood, preparing for a fight. Clay sheathed her sword and jumped up to the roof of the warehouse. At such a close distance, Wanda could tell the other girl's skin was a sort of tan-gray, like the color of unmolded clay. The wrist guards covered most of the back of Clay's hands, but left her fingers uncovered. She stuck a tan-gray finger in Wanda's face.

"Tell Magneto to leave the Haven alone." Clay growled. Her form stretched and then shrank into a hawk. In her morph she screeched at Wanda and flew off the top of the warehouse, back down into the alley.

Wanda ran over to the side of the building and looked down. The alley was completely devoid of teenagers.

***BREAK***

_Xavier Institute_

A little later that night, Rogue came back into the infirmary. She moved quietly, hardly making a sound as her feet walked over the tiles. She half-expected to see Leo sitting in a chair beside his brother's bed, but knowing he had a long day, she wasn't surprised he was not sitting there.

When Rogue came closer to the bed she noticed the boy's breathing slowed and grew heavy suddenly. She rolled her eyes, resisting the urge to shove the boy out of his bed. Instead, she noisily dragged one of the chairs against the wall alongside his bed. He flinched at the screeching and seemed to have a moment of thought as to whether that would have woken him up or not. As Rogue sat down he sighed, and opened his eyes, breaking his façade.

"Ah knew ya were awake there." She smirked.

He tried pulling himself into a sitting position, but groaned as his ribs complained, sending a jolt of pain through him.

"I'll just lay here then, if that's okay." He grumbled, staring up at the ceiling.

Rogue laughed softly. "Yeah, that's fine."

"Good."

There was a pause.

"What are you doing—"

"How are ya feelin'—"

The two stopped their simultaneous sentences, Benj chuckling slightly.

"Go on, Rogue."

"Uh, well Ah was just goin' ta ask ya how ya were feeling." She said hastily.

Benj grimaced. "Is 'like crap' an adequate response?"

"Ah suppose." She hesitated in asking her next question. She wasn't sure how he'd react, and he seemed upset in addition to in physical pain. "Does it have anything ta do with yahr brothah being selected for the main X-Men team?"

Silence met her question. His eyes were stonily set upon the ceiling once more, his jaw tense.

"Look, Ah'm sorry for askin'. Ah didn't mean ta upset—"

"He doesn't trust me." Benj interrupted, a sharp point to his tongue.

Rogue blinked, bewildered by his sudden vague statement. "What?"

The teen sat up against his better judgment and looked her in the eye. His eyes were pained and haggard, the shadowy bruise over his face making him a terrifying sight to see. "Xavier doesn't trust me." When Rogue opened her mouth, he plowed on. "Oh save it. Leo and I are on the same level of trouble-maker and I have far more control over my powers. Yeah, I know it's not his fault, but it's a fact.

His face was pale in his anger. "To add to that, we frickin' had decided when we came here we'd stick together!" He clutched his side as though his shouting hurt. "Apparently that don't count no more."

Rogue didn't know what to say to his fuming. He was slipping into a harsher, street dialect, probably one that he mainly used when he was out with his skater crew. Normally at the Institute he spoke calmly, his voice clear, and quiet; however at this moment another side to his personality was showing through. Perhaps it was the best course to wait out his ranting.

But he didn't continue, on the contrary, he sat back and leaned his head against the top of his pillow and sighed. His breathing was shallow, but he was taking obvious steps to control it.

"What exactly happened today?" She asked cautiously.

He laughed bitterly. "Funny. The professor didn't even ask me that. Beast did. Told 'im of course. Xavier didn't even come back in here until he was here with Leo."

"Benj, he was seein' ta othah things. The youngah team had a Dangah Room session. Leo had a friend ovah."

"He still could've asked me, instead of flipping through my mind while I was trying to sleep." He grumbled.

Rogue pinched the bridge of her nose. "The professah has his reasons for doin' things. Ah bet he was just tryin' to give you some peace and quiet."

Benj's defiant and angry face melted a little. "I know. It's just been a rough day."

"Really? Hadn't noticed with ya bein' in the infirmary and all." Rogue said snidely, a small hope to get him to smile or laugh genuinely.

He humored her with a small grin. "Hey, it's not my fault."

"Ya gonna tell me what happened or do Ah have ta make up a story?"

Benj smiled quickly, but his face darkened just as soon as it was gone. "I got into a bit of a fight."

"Well Ah guessed as much."

"Shh, do you want me to tell you what happened or not?" He said smugly, receiving an eye roll from Rogue. Benj continued, "To start it off, I am an idiot. I made friends with people who I should've realized were terrible people. And then I made a bet with them."

"Ahh, it all comes back ta the bet." Rogue muttered. "I nevah really undahstood what that was in the first place."

Benj rubbed the back of his neck, it was embarrassing now to look back on what brought him into the Xavier Institute initially. "Um, basically I had to steal something from the mansion or I'd have to pay this guy Lucius a hundred bucks. Plus he was starting to figure out my family was a bunch of mutants, and began hinting threats at me of what he would do to them if I didn't do certain things."

"So the guy was a jerk."

"Such wisdom in a girl your age." Benj said mockingly, she stuck out her tongue and he went on. "Technically, I completed the bet. I gave your wrist-watchy thing to Vince a few weeks ago to give to Lucius. I trust Vince, so I know it got there. Only, Lucius didn't see it that way, he still wanted his money. He cornered me during ninth period today, I got a little lost running from the shop room up to English." He sighed. "Guy called Socks grabbed me by the throat and pinned me, Lucius asked for his money, when I said I didn't owe him anything he started wailing on me."

Rogue frowned, the injuries on the other teen now making clear sense. "How many times did he hit ya?" She asked, her voice quiet. She wished she could've been there to protect him.

"I dunno, several? A lot? It hurt, clearly, and I wasn't keeping track. I could've taken them if…"

"If?"

"If I had used my powers sooner."

The girl's eyes went wide. "Ya used yahr powahs, Benj? Do ya have any idea—"

"Yeah, I do, but I wasn't just going to _lay _there. I'd had enough, I had to stop them before I passed out."

"Just what did ya do?"

"I may have flung them into those trees on the edge of the courtyard." He muttered.

"Benj!"

"Just a little bit…"

"Benj!" She groaned. "If the administrators find out, they'll go for yahr head!"

He waved his hands in a motion for her to calm down and quiet down. "Hey hey hey, I think they'll see that it was only in self-defense. I showed a lot of self-restraint. Just look at my face!"

Rogue's eyes softened. His face was hard to look at without feeling sorry for him. The bruising took up half his face and his lip was split. He did not deserve this.

Not really realizing what she was doing, she took his hand and gave it a reassuring squeeze. "Hey, ya've taken more shit in yahr first day than we've taken in the past year from that school. If ya can make it through a few more days, Ah think ya'll be okay."

He nodded, but his eyes shot down to their joined hands. Benj could feel his face growing warm, but he didn't know what to do. So he settled for awkward silence.

His savior once again, was blue and fuzzy.

The doors to the infirmary burst open, followed by the young and blue X-Man.

"I hope I am not interrupting anything of dire importance." The elf said as he walked in the room. His statement gave Benj a reason to quickly take his hand out of Rogue's. Kurt nodded at Benj. "It is good to see you awake _mein freund_. I'm sorry but I vill have to take Rogue away now."

"It's fine." Benj waved it off.

Rogue stood and began to follow Kurt.

"What's up?"

"Da professor wants to see us." He stated. "The Brotherhood is at it again."

* * *

For some reason, Magneto just wanted the Brotherhood boys to make trouble at a closed amusement park.

So they did.

Blob was having a great time ransacking all the food carts and stalls. Toad was goofing around the game stands with Quicksilver. The two of them would take turns being the customer then the booth operator. Toad won five gigantic teddy bears and Quicksilver decided to take the rest.

Avalanche leaned back on a bench casually. He turned his head to the House of Mirrors. "How much you wanna bet I can break every mirror in there?" He asked Toad.

Toad squinted one eye closed and stroked his chin. "I'll give you this teddy bear for Kitty if you can manage to…"

The ground shook violently and the House of Mirrors bucked into the air before slamming back down. There was an ear-deafening amount of shattering glass.

"I'll take that bear." Avalanche said, scooping the bear up from off the ground.

"A stolen bear, Lance? Come on. Ya can do bettah than that." Rogue scoffed.

Avalanche whirled around and stumbled back. The rest of the X-Men were filing in behind her. Lance noted an additional member in the back with red spikey hair and a sleeveless uniform.

"Who's the new guy?" Quicksilver asked, running up to Lance.

"Don't know, but I bet we can take him." Avalanche answered menacingly. His eyes rolled back and the ground beneath the X-Men began to shake.

They scattered. The Brotherhood followed suit and split up. Quicksilver noticed Wanda walking in the entrance.

"Hey! Glad you could join us." He called.

Leo got a little caught in the scrambling and lost his footing in the earthquake. A huge shadow fell over him as he picked himself up. It was Blob.

Blob put both meaty hands around Leo and lifted him from the ground. "And what do they call you? Pipsqueak?" He roared with laughter.

"Actually," Leo grunted, the air escaping from his lungs. "They just call me Leo." He quickly shifted, digging his razor sharp claws into Blob's hands.

Blob released him angrily. "Yeeeag!" The Blob screamed, grasping his bleeding hands. He charged forward and swung his bloody fist at Leo. It struck him and sent him flying through the air.

"Huh, you're not so tough." Blob grumbled as he turned and came face-to-hand with Rogue.

"Don't mind if Ah borrow yar powah do ya?" Rogue said snidely as Blob fell face first into the dirt. "Didn't think so."

* * *

Cyclops was trying to hit Toad, who was bouncing around on the rides.

"Can't hit me. Nope, too slow!" He taunted as Cyclops missed yet again with an energy blast.

Both looked up as Leo came flying by. Leo crashed right into the bumper-car ride. He got up angrily and brushed electrical parts angrily off of him.

"Yikes," Toad said. "Yo, who is that?"

Leo growled, and ruffled his mane.

"That's," Cyclops said, "Leo."

Toad shrieked as Leo came charging at him, claws extended. Scott tried not to laugh at the comical sight of a toad hopping away from an angry lion. He turned and chased after the pair.

Leo slashed at Toad, but the mutant jumped out of the way, causing Leo to leave deep slash marks in the metal car of the rollercoaster. Toad hopped down to the controls and pushed a green button.

"Heh, I wonder what this one does." Toad chuckled. Leo was hit by the bar in the rollercoaster car and fell over. He sat back up and tore the bar up. Realizing the car was now moving he jumped to the control booth below.

"I'll tell you what it does." Leo growled at Toad. "In fact, I'll show you!" He grabbed Toad by the back of his neck and climbed back up onto the slowly moving rollercoaster car. Toad was screaming, and Leo wrapped the broken bar around him. The two sat down in the car behind with a working bar. Leo snapped the bar down and wrapped part of the other bar around this one. He stood up and waved at Toad. "Have a fun ride." He called jumping from the car.

"Wait a minute! You can't just leave meeeeeeeeeeeee!" Toad screamed as the car plummeted from the first drop.

Cyclops met Leo at the base of the coaster. "Nicely done." He said.

Leo nodded and sighed. "What now, oh fearless leader?"

The two surveyed the area. Blob was out, face down in the dirt; Quicksilver was struggling inside a net of hardened cotton candy, the handiwork of Nightcrawler and Iceman; and Avalanche was hanging upside down from the Ferris wheel.

"Looks like the Brotherhood's all out." Scott said.

Leo frowned, "I thought you said there was one more? A girl?"

Jean floated over to the two guys. "Has anyone seen the Scarlet Witch? I could have sworn she was here before."

Cyclops shrugged. "She's gotta be here somewhere, let's look." The three nodded and split up.

The feline mutant decided to check the area around the bumper-car ride. Leo peered behind one of the controls of the trashed bumper-cars. Suddenly a blue glow engulfed one of the squashed cars, "Oh no." Leo mumbled as he ducked. The car went flying by overhead.

"So you're the X-Men's newest recruit?" Wanda sneered.

"Maybe, who's askin'?" Leo answered, throwing the control panel at her. It stopped in midair, but not from her powers. From in the shadows, Magneto emerged, hand extended.

"I am the one asking." He said, flinging the control panel nonchalantly at Leo. The teen rolled out of the way. He extended his powers and was happy to find that Leo's claws were made of metal. "Now what do we have here?" He questioned as he caused Leo to extend his own claws in agony.

Leo roared in pain.

"Now that's a bit, over dramatic, don't you think?" Magneto taunted.

* * *

The X-Men regrouped at the entrance of the amusement park. Everyone, except Leo.

"Anyone find Wanda?" Nightcrawler asked.

Everyone shook their heads.

"Wait," Shadowcat said, looking around. "Where's Leo?"

"Everyone, look for Leo!" Cyclops ordered. "Jean can you try to find him telepathically?"

"I can, but he's not going to like it." She closed her eyes and reached out around the park to try and find Leo. "There!" She said pointing. "He's at the bumper-cars. And he has company."

"The Scarlet Witch?" Rogue asked.

Jean nodded, "And Magneto."

With that comment, renewed urgency flooded into the group.

* * *

Magneto made a sweeping motion with his hands and caused Leo to fly across the ride by his claws. Leo slammed into a pile of bumper-cars and groaned. He was getting his can kicked.

"There's so much more you can do with your powers, Leo." Magneto said soothingly. "You don't have to serve a human lover. We as mutants should be above that."

Leo snarled and leapt at Magneto. "Who the hell are you?"

"Think of me as kin." Magneto said, sidestepping Leo. "Since all of your family is dead."

Leo spun around and slashed his claws at the magnetic mutant. Renewed anger pulsed through his veins. "How do you know about my family?" He said, stopping.

Magneto brushed some dust off his shoulder armor. "Oh I know a lot about you Leo Dyson. Your brother Tyler has been trapped in your house in shame for two years because of his mutation. Your adopted brother Benjamin Dents caused his parents' car accident. Then there's you Leo." He said softly, coming very close to the lion. "You have your own dark side, don't you? What exactly happened to those teenagers who set your house on fire? Where are they now?"

"Stop it. STOP IT! You don't know ANYTHING about me!" Leo roared. The lion within was set loose on a short leash. He slashed faster and stronger than Magneto could fend off. He cut deep gashes in the Master of Magnetism's armor. He grabbed the man around the throat and brought him close to his face. He bared his fangs and growled. "Whoever you are, I'm not interested." And flung the man against the wall.

"Leo!" The lion mutant turned and saw the rest of the X-Men running up to him. Suddenly he felt very drained. Kurt was the first to reach him and he leaned heavily on the blue elf.

"Woah, Leo! Your arm!" Kurt yelled.

Leo looked down at his arm and saw it was drenched with blood. He leaned more on Kurt and shifted back to human. "It'll heal." He said woozily.

"Ahh! Leo stay with us." Nightcrawler shook him as the amber eyes started to roll to the back of his head.

Cyclops looked around. "Where's Magneto?"

Shadowcat glanced behind her to where she had left Lance on the Ferris wheel. "Scott! The Brotherhood are gone as well!" The chair that had held Lance was now empty.

Cyclops pounded his fist on the wall of the bumper cars. "How could they just vanish?"

Leo slipped from Kurt's grasp and fell to the ground.

"Oh man, I better get him back to the Institute now." Kurt said nervously.

Leo grabbed his bleeding arm and watched as the world got fuzzier and fuzzier.

* * *

Professor Xavier looked on as Beast bandaged up Leo. Already, the teen had healed enough to stop most of the bleeding, but the cut in his arm was still quite deep. He folded his hands under his chin.

Just _what _was Magneto doing?

* * *

**Fun fact #21: At this point in the old version, Benj and Rogue were practically dating. Only some problems. There was no lead up, and it so did not work with the ultimate plan with the later Haven storyline. Can't say much more about it. Spoilers.**

**Fun fact #22: Somehow in the old version of the chapter, I called Leo: Leo Dents. Yeah, uh no. But, ironically, that is the name of Benj's son. Oops, spoilers. Motivation for me on writing more.**

**Fun fact #23: Original update for this chapter was posted January of 2012. Dude. That's a long time ago. I was also restarting school then, as I am now. Yay.**

**A/N: **Alright, so I fixed some spots that were uncharacter-like in the old chapter and mellowed out Benj and Rogue to a more realistic relationship. They're just friends.

I make no promises when _Beyond Reasons_ will be done. When it was written originally it was done twice, with different endings. Neither of which was I satisfied with. So I will probably have to merge the two together. Also I hope you enjoyed the longer chapter here (not counting A/N it counted 7,198 words).

If you're into AUs especially Westerns feel free to check out _Not How It Works._

Until next time.

_Keep writing strong._


	12. Chapter 12: Beyond Reasons

**Disclaimer: X-Men and Brotherhood are property of Marvel. The OCs you see are mine.**

**Author's note:** no one likes typing on an iPod.

Literally, no one. I hate touch screens and autocorrect. They are the bane of my existence. So if there's some weird error, blame autocorrect.

So here's majorly revamped Beyond Reasons. Hope you guys enjoy!

**Enjoy. Read. Review. (Oh so NOW autocorrect works in my FAVOR)**

* * *

**Beyond Reasons**

"Yo, Magneto. Wha'd we do now?" Toad asked as the Brotherhood filed into the boarding house.

Lance flicked on the light switch and tiredly flung his helmet onto the couch. With an exhausted sigh, he crumpled next to it. Losing was extremely exhausting. He wondered what winning felt like; it'd been so long since they had won.

Magneto frowned as he watched the Brotherhood teens collapse in various positions in the living room. Mystique had not done an adequate job in training them; the Brotherhood had little stamina and was beaten easily. A plan began solidifying in his mind, as the final test had proved he had been right. They needed fresh material.

He sighed, "Get some rest, and don't be surprised to see me here in the morning. Also, there might be a contractor here after school." The Brotherhood teens were visibly happy for permission to sleep; the sun had long since gone down. "Wanda, a word."

Pietro, Blob, Lance, and Todd dragged themselves upright and up to their rooms.

Wanda had gotten halfway out of the room, but turned at her father's call. "Yes?" Wanda asked.

Magneto gestured for her to sit. She sat on the rotting couch delicately and looked expectantly at Magneto.

He removed his helmet and placed it atop the television. Next, he removed his breastplate, which was heavily scarred from battle with Leo. Wanda mentally braced herself for the sight of blood, but was astonished to see an identical breastplate underneath.

"He never even touched you." Wanda gasped.

The Master of Magnetism smiled smugly as he focused his powers on the dented metal and crushed it like a tin can. The new breastplate was hardly scratched; in the worst spot it simply looked like someone had keyed it.

"I am proud to say he did not. It was just another way to influence the boy and lure him into a false sense of power and security."  
Wanda frowned slightly, her curiosity emerging. "The… the things you said to Leo… were they even true?"

"Ah, yes. But more on that another time. I have questions for you." He stated, diverting her focus. "The mutants I had you observe…"

Wanda quickly related what she had observed, and then said: "The one called Clay had a message for you. She said to tell you to stay away from the Haven." Wanda stood and approached her father. "What did she mean? What is the Haven? What aren't you telling us?"

His expression was impossible to read. "Of course… Clay Dune, an especially dangerous shape-shifter. She would give Mystique a run for her money." He smiled sweetly at his daughter, and put a gentle hand on her shoulder. "Do not worry for now; get some sleep, my daughter."

* * *

Leo bolted upright. His mind burned, flames still dancing in his eyes. He shivered and shook his head in an attempt to make the image leave.

He did not desire for his mind to go there. He did not want to remember. But Magneto's words echoed in his skull, and resurrected his living nightmare.

He closed his eyes and grasped his head. "Lord, please. I can't keep having this brought up. I can't deal with this judgment." He groaned. "Please…"

He opened his eyes, their amber color clouded with weariness. Turning them around the room, they fell onto the empty bed in his room. Benj was not there for him. His brother was tired and broken in the infirmary; Leo could not bear to put anything more on him. Additionally, he felt comfortable here. Benj was mixing well with most of the other mutants (Ray excluded, there was little chance the two would ever get along), he was progressing faster than Leo or Tyler, and not through necessity as Leo had to learn. No, Benj was learning and expanding his abilities through natural talent and childish curiosity. The blonde was an incredible risk taker when it came to experimenting with his powers, and most of the time it panned out. He kept it down to just a few explosions a week.

The feline mutant's roving eyes now fell to his dresser. He slid out of bed, moving stiffly with his tightly bound arm, and walked over to it. His head swam with every step, but he ignored it. He fumbled for a moment, trying to open the drawer with his injured arm, but gave up as his fingers were numb and used his other hand. The drawer slid open silently, revealing several pairs of socks. Leo fished through to the bottom and pulled out a pair that was red with gold thread around the ankle.

Taking a deep breath, he removed the sock and placed it on top of the dresser. He whirled up to his closet and flung the door open, tearing off a dark gray zipper hoodie from a hanger and throwing it on. He pulled on a pair of jeans over his boxers, and grabbed his backpack, shaking out all the school stuff. He then started shoving random clothes items into his backpack, along with a stocking hat and his wallet. He yanked a pair of trainers onto his feet, tying them at the speed of light.

He sighed, scratching his head. Was he really about to do this?

Yes. There was no way he could stay here now.

What about his brothers?

They didn't need to know. They had finally found a home.

Mustering up his courage, he grabbed the socks off the dresser and his backpack and headed out the door.

* * *

Rogue woke with a start. The flames in her dreams had broken the calm spell she had been enjoying. Rubbing sleep from her eyes, she looked at Kitty. The girl was sprawled out on the floor, passed out, her arms wrapped around her head.

After their fight with the Brotherhood, the pair had stumbled back to Rogue's room, and started processing their day by filtering ideas and events through the other. It had been a tense day at school, despite the X-Men's heroics with the Apocalypse event; human-mutant relations were still strained. The Brotherhood had done quite a number on public relations, with their false heroism and destructive nature. Additionally, as a high school, where stupidity and purposeful ignorance often reined, Bayville High was full of mutant-suspicious teenagers. With the stress of the day and their mysterious brawl with the Brotherhood, the two girls were too exhausted to trek back to where they belonged (Kitty at least), or to finish their conversation properly.

Rogue shook her head and laid back down to sleep. The second she closed her eyes there was a_creak_and a_thump_from outside in the hallway. Groggily, she sat up and glanced at the clock.

_3:01 a.m.,_it read.

She groaned, but got up and walked to her door, carefully stepping over Kitty in the process. As a senior X-Man, she was expected to keep an eye on things, especially suspiciously moving students in the dead of night.

She opened the door with a slight squeak, which in turn started the person in the hallway. There was a gasp, and Rogue poked her head out the crack in the door, turning her head to either side. When she looked left she saw a figure standing there wearing a dark gray hoodie and jeans. It was a very bewildered Leo.

"Leo? What are ya doin' up?" She hissed.

As he paused in search of an answer, she took in his appearance. Something was wrong. His eyes were wide with fear; the pupils had shifted into slits, and as his mouth stumbled into an excuse, his canines stuck out prominently. His dark zipper hoodie covered most of a red shirt and on his bandaged arm was rolled up to his elbow, the bandages were still bloody. The hair on his head was_not_spiked in his usual comical manner, but instead hung limply down on his head, and dipped into his eyes. Since he was caught standing there, he had shoved one hand hastily into his pocket.

"Uh… goin' for a jog." Leo said. He squirmed in his shoes, and his tail swished in a wide, nervous looking arc behind him.

Rogue eyed him suspiciously, reading his body language and presence. This wasn't the normal Leo. He held his backpack in his free hand, and was constantly readjusting his grip on the strap. He acted guilty, and gave off the feel of a cornered animal._Something_was very wrong.

"A jog?" She croaked. "It's like three in the morning."

Leo's eyes darted to the ground as he replied. "I like to get an early start. Logan and I train this early all the time."

"Yeah, before school started."

Leo didn't respond, but looked down the hallway like she hadn't said anything. "Um… bye."

He might have bolted faster down the hallway than Quicksilver could have dreamed.

Rogue closed the door softly behind her. Every nerve in her body was tingling; a nervous vibration in the back of her mind took hold. "What the hell just happened?" She muttered.

"No kidding." A voice said from the dark shadows of her room. Kitty was perched on the edge of her bed. "Like, what do you want to do?" She asked, much too perky for three in the morning.

Rogue thought for a moment. "Ya think we oughta follow him?"

"Like yeah! He's acting pretty funny, even for Leo, you know?" Kitty answered.

"Ah thought ya were asleep." Rogue hissed as she walked over to her closet and grabbed some Leo-tracking clothing. She hastily pulled on a black T-shirt, a purple hoodie, and a pair of jeans.

"I was," Kitty said, waving her hand absent-mindedly, "and then somebody thought it would, like, be totally great to have a conversation in the hallway."

"So are ya comin'?" Rogue asked, zipping her hoodie.

"Yeah, like, wait one sec!" Kitty said, phasing through the wall to her room. She returned speedily in athletic shorts, a black T-shirt, and a light gray hoodie.

"Like, let's go!"

* * *

Logan walked softly down the mansion's main staircase. He was having a hard time sleeping due to the runt being injured. He didn't want to admit it, but he was worried about the kid. When Leo returned from his first brotherhood battle, he was not mentally present. The runt had lost a lot of blood during his fight with Magneto, and didn't even crack a joke about Ol' Bucket Head. It was like something truly traumatic had occurred during his one-on-one battle. No one was there to tell Logan exactly what happened, so he had to make guesses as to what Magneto could have done or said to make Leo act ghostly. Logan wanted to check on the runt in case it was something that was going to heavily influence the boy. But he realized Leo needed his sleep, so Logan instead was sneaking down to the kitchen for a past-midnight snack.

As he continued toward the kitchen, he was surprised to see the light already on. Curious, he shouldered the door open. Charles was sitting at the small table with an empty glass and a troubled expression.

"Couldn't sleep either, huh, Chuck?" Logan asked gruffly.

Xavier looked up suddenly and smiled. He appeared he had been so engrossed in his thoughts he didn't even notice the man walk in. "Hello Logan."

The gruff man walked in and over to the refrigerator. He yanked the door open and grunted. "You know, you make it rather hard for me to get a decent drink around here."

Charles chuckled. "Let's not pretend we don't both know that is a lie." Logan was making an act of searching through the refrigerator. "Your floor boards are quite loose, wouldn't you say?"

Logan pulled a soda can out and closed the door. He turned around and grimaced at his old friend. "Have you been checkin' up on me?"

Charles laughed again.

As a slight silence built, Xavier redirected their attention. "What Magneto did worries me." He gestured for his friend to sit, Logan complied. "He must have said something to Leo that shattered him."

"He was actin' real weird."

"Agreed, I am worried about his mental state."

"His head wasn't there. I was thinking of checking on him." Logan grunted.

"That might be a wise idea, I'll accompany you."

Logan downed the rest of his soda and turned to the kitchen door. Tiny floorboard creaks and the scents of two of the students caught his attention. "You two wanna join us?"

Rogue and Kitty opened the door sheepishly; both adults noted they were fully dressed.

"Goin' somewhere Rogue?" Logan asked with a smirk.

"Uh…" She glanced at her partner in crime. "Leo was outside our door a few minutes ago and we were goin' ta follow him." Rogue replied quietly.

"What?" The professor and Logan said in shock.

"Logan, you better find him." Xavier said. "I want you two back in bed." He commanded.

"Like, no way professor!" Kitty argued.

"No, you both have school in the morning."

"Oh, let them come, Chuck." Wolverine said impatiently. "They'd probably sneak out anyways."

"Alright, but be careful."

* * *

The three went into the garage. Unsurprisingly, the Dyson's motorcycle was missing.

"X-Van?" Rogue asked, jerking her thumb toward the black bulky vehicle.

"Nah more inconspicuous." Wolverine said. "I'm gonna take my bike, try to get a head start on his scent, why don't you take yer Jeep, Rogue?"

She Rogue hated that she'd chosen the same car Lance had, she couldn't say she didn't like it. Her Jeep was a newer version than Lance's and was silver. She'd also gotten a real cover for it, because nothing was worse than driving a topless Jeep in the rain.

"Alright, Kit get in." Rogue said as she hopped in the front seat.

Kitty jumped in the shotgun and looked longingly at the keys. "Hey Rogue, like, maybe on the way back you think I could-"

"NO!" Rogue and Logan growled simultaneously.

Logan took a long sniff of the air then revved the engines. "I got his scent."

"We're right behind ya." Rogue said.

* * *

Leo was not stupid. He knew the X-Men would soon be on his tail (quite literally), so to counteract that, he drove carefully once well beyond the mansion. He did nothing to draw attention to himself and often doubled back to mix his scent in the crossing streets of downtown Bayville. When he figured he had done enough of that through downtown, he headed out to the suburbs and aimed to leave town. He might be able to find a place to crash for a few hours and then he could take off again.

At this point, he returned to recklessness. He took off like a rocket and the roar of the motorcycle split the silence of the night.

His motorcycle skidded around the corner of a neighborhood street. He was still driving fast, but did his best to keep the motorcycle from announcing its presence too obnoxiously. Leo was growing increasingly tired, his eyes began to blur and his eyelids became heavy.

So he didn't exactly notice the girl who was taking in the trash cans off her curb. She seemed to appear out of nowhere to Leo, and with insane luck and frantic skill, he was just barely able to crash into the trashcans instead of the girl.

"Ey!" She yelled. Leo went headfirst over the handlebars and landed in a heap in front of her.

"Hi." He responded woozily. He could feel his bones readjusting themselves beneath his skin, and was suddenly very thankful for his helmet.

The girl knelt beside him and flipped the visor on his helmet. In the faded light of the street lamp, he saw the concern marked on her face. The colors of her skin, eyes, and hair were muted in the bleak light, and in addition to his addled brain, he was having trouble making her out anyways.

"Hey, are you okay?" She asked, her glowing eyes scanning over his body.

"Your eyes are glowing."

She looked back at him like he was insane. "Yeah, and your legs are healing before my eyes."

"That happens sometimes." Leo groaned as he attempted to sit up. The girl placed a hand behind his back and helped pull him up.

She studied his face for a moment, the light in her eyes dimming. "Don't I know you from somewhere?"

Leo frowned. She looked about the same age as him, but he couldn't remember meeting a girl whose eyes glowed and liked to take trash cans inside at four o'clock in the morning. "Don't think so." He replied.

She narrowed her eyes at him. "We go to school together. You're what's-his-face."

"Leo."

Her expression perked up, and she snapped her fingers. "Yeah, that's right. I'm Claire Darth, if you didn't remember. What the hell are you doing riding your bike at four in the morning?"

He shrugged. "Crashing into girls' trashcans I guess." He started to stand, his head was clearer now and his legs felt sturdier. "Look, I'd love to chat, but I've got places not to be."

"Right." Claire said skeptically. "Well you tell those other girls you run into I said hi, okay?"

Leo laughed. "Don't get too jealous now. I try not to crash into too many girls, so you might just be special."

"Thanks." She laughed as well.

Leo dug his motorcycle out of the trashcans and pulled it upright. Mostly a few scratches and dents, nothing too serious. He mounted and revved the engine. Turning, he flipped his visor back down and saluted to the girl. "See ya around."

And he took off once more.

The girl frowned as she picked up the trash cans now bearing the marks of a motorcycle. She straightened them along the curb and tilted her head to the side as if she was listening to something. With extreme suddenness, she sprinted forward and after the feline mutant.

At the same time, she dug a spherical object out of her pocket. Raising the object to her mouth, she spoke. "New Haven possible recruit spotted. Clay Dune in pursuit."

"It's an X-Man."

* * *

Leo was beyond exhausted now. He was successfully well into the outer suburbs of Bayville, with nice big houses at every turn. When he nearly skidded into a mailbox, he made the decision it was time to find a place to curl up and sleep.

Out of the corner of his eye, he spotted a playground. It was mostly in disrepair, he noted, as he drove up into the field surrounding it. But, the allure came from a huge tree off to the side, which next to was some odd formations of walls, perhaps a maze or a pretend castle, Leo couldn't quite tell, but he didn't care.

He pushed his motorcycle up into the park and into the structure he decided was a castle. Afterwards he stumbled back out, exhaustion taking full hold. He examined is options of sleep. Every climbing platform was rusting, hazardously slanted, or broken, and the swings looked too dangerous to even approach.

He looked back at the tree. "Tree it is then." He grumbled.

Leo shifted his hands and extended his claws. In a short time, he was able to climb the trunk of the tree and pull himself up on to the lowest branches. He took several moments to situate himself, his back resting against the trunk of the tree, and the rest of him extended on the branch. The teen yawned and let his head drop.

But one of the perils of sleeping in trees is if one does not balance their weight correctly, they will fall.

Unfortunately for Leo, he was one of those poor souls. Not even having the time to yelp, Leo toppled out of the branch and landed hard on the ground.

"_THAT_can't be too comfortable." A female voice said from behind the slide. Leo painfully sat up and peered into the shadows.

A girl in a tan cloth mask walked up. Her eyes were the only visible feature on her face, and they glowed a neon green. As the stars stopped spinning in front of his vision, Leo observed that she was wearing clothing that was like a martial arts costume of the same light tan color, with a slightly armored chest. Light from the street lamps several yards away glinted off her forearms. There, elegantly patterned bronze wrist guards rested, stretching all the way up to her elbows.

"You running from someone?" She asked. He blinked and rubbed his eyes._Weird girl, middle of the night, I'm dreaming right?_She laughed, "Come on dude, why else would you be trying to sleep in this crummy park?"

"Uh…" He couldn't decide what to tell this mysterious and random girl. She seemed rather observant. "Yeah, I guess so. You got a problem girlie?"

The girl approached him and stopped directly in front of his position on the ground. "Girlie? That's pathetic. I can come up with better insults in my sleep." Her eyes crinkled around the edges as if she was smirking. "Though I suppose you were pretty close to that."

Leo frowned, finally getting up. He let out a low growl. "What do you want? If you don't have anything real to say to me, go away. As you can tell, I'm tired."

"Fine. I'll get to the point." Her expression became serious. "I'm here to offer you a place to stay."

"What?" Leo asked skeptically. "Like for the night?"

She paused. "Not… exactly… this is a more… long-lasting offer. The place is called the Haven, and it's for mutants like us."

"…Mutants who like randomly coming to crummy parks in the middle of the night?"

She rolled her green eyes. "You dork, _no. _Although we find many like you, runaways in 'in-between' spots."

"So there are more like us." Leo droned.

She went on, ignoring his sarcastic comments. "It's a sorta safe haven for mutants, especially for those who have done unforgiveable things."

Leo sprang forward and grabbed the mutant by her throat. "What the hell do you know?" He snarled.

He'd had enough of people alluding to his past.

The girl grabbed Leo's arm, as to steady herself. When she answered, she did so without any breathing difficulty. "Relax, I don't care the slightest of what you did. I'm not gonna hold it over your head and threaten you with it. I guarantee I live with mutants who have done worse." She tightened her grip on his arm and a forced smile shone in her eyes. "Now, be a dear and set me down so we can talk like normal people."

Leo relaxed and set her down lightly. "We aren't normal, you know that?"

"Huh," she laughed scornfully, rubbing her neck. "I'd say we're better than normal."

"What's your name?"

She paused, studying him. "Clay Dune."

Leo narrowed his eyes. "That's just a mutant name. Who are you really?"

She swung her foot back in a small arch, kicking dirt with it. "That is who I am _really_. I despise my parents and am perfectly happy in rejecting the name they gave me. _Clay Dune _is my true name."

He huffed. "Secrecy only gets you so far."

"At least I gave you a name, Leo."

He charged at her again, but this time she ducked beneath his arms and dealt a swift kick to his lower back, sending him sprawling.

"Oh come now, that's _so _unnecessary. Do you really think me finding you was a coincidence?"

Leo brushed himself off and stood. His anger faded quickly. "Not really."

"I'd have to stalk you a little first, wouldn't you think?" She was smiling.

"So I've got a stalker now?"

She stepped closer to him. "Only if you don't want to come with. As I was trying to say, before that little mishap. What you've done doesn't matter to me. The mutants I live with are generally killers, thieves, and convicts. My belief is that you've seen the error of your ways and made your peace with your god, then I'm cool with it." Clay paused, continuing in a sweeter tone. "You won't have to hide what you've done with the Haven."

The gears turning in Leo's head were almost visible. It was a tempting offer. He was on the run from the X-Men, but his allegiance was still with them, in his heart he knew his small flight was only temporary. Even still, the Haven was promising.

"Would… would it be possible to just check it out? And then I could decide?"

"Whatever works for you."

He bit his lip. If everything this Clay Dune said was true, he would never have to worry about his past being blown-up in his face. He could escape some intense judgment.

"I—" he started. Streaks of light cut through the darkness. He turned and saw a silver Jeep and a motorcycle pulling up in the street next to the park. It was Logan and Rogue.

Leo looked back to Clay. There was a peculiar look in her eye.

Her eyes flashed in the darkness. "Look, I don't mean to rush you, but if you don't decide now, you're goin' back with them."

The feline mutant shook his head. "I can't decide now, I… I'm not ready to."

She nodded hastily, glancing at the trio emerging from their vehicles. "Here," Clay grabbed something from her belt. It was small and spherical, "it's a Haven communicator. If you need anything, or if you're in trouble, press the red button. A simple statement of 'Clay Dune', will connect you straight to me. I'll be there as fast as I can, promise."

Leo held the object, turning it over in his hands. With its singular red button, gray color, and etchings it looked like a mini _Death Star_. "I'll be sure to use it, Clay." He looked back up to her. Part of him wanted to leave with her that very second. Leave everything behind. Figure her out. Figure everything out.

But he didn't.

Clay's eyes smiled, glowing minutely brighter. "See you around Leo." She backed up as the X-Men came closer, melting into the shadows beneath the playground equipment. Leo's eyes followed a midnight black, shaggy dog bolt out of the park.

Leo grinned, but not his usual lunatic grin. This one was smaller, more contemplative. The way she said his name, _Leo_, like it was something exotic. He felt a slight putter in his heart. He may have just gotten a crush on that weird mutant girl.

The footsteps of the X-Men were getting closer, he turned.

"Everything okay, runt?" Logan asked dodgingly.

"Yeah," Leo nodded, "just needed to clear my head."

"Anything specifically you want to talk about, kid?"

Leo sighed. "Logan, I've done some things I'm not happy about."

"We've all done that." Rogue said softly.

He looked off into the distance, trying to make his tired eyes focus and find that dog once more. "Was the professor mad?"

"No, not really." Kitty said, exchanging a look with Rogue. "He was, like, seriously worried though."

"Runt… are ya comin' back with us?" Logan asked hesitantly. Leo could tell the man wanted him to.

"Yeah." He turned back to the X-Men. "Yeah. Let's go home."

* * *

The professor sat at the console of Cerebro, unable to do more than keep himself occupied as the spam all group of X-Men journeyed out to find Leo.

He watched their progress as dots on the screen, making their way through Bayville. He could not locate Leo, but could sense that the X-Men were close to him. Finally, he received a call from Logan, Leo was coming back with them.

A wave of relief washed over Xavier. "That is good, that is very good. I will talk to you a shortly when you return."

"Right, Chuck." Logan grunted.

They hung up.

Charles Xavier made his way back to the main floor, and rested once again in the kitchen.

A short time later, four tired mutants walked in.

Xavier smiled. "I'm glad to see you all back here. Rogue, Kitty, why don't you get some sleep?"

"Ya don't have to tell me twice." Rogue grumbled, spinning the half-asleep Kitty around and heading out the door.

The professor turned his attention to Leo. "Do you realize you could have been in serious danger? You were hardly in shape to walk, let alone operate a vehicle." He scolded. The man was happy to see Leo come back through the doors of the mansion safe and sound, but he was not thrilled with the teen's actions.

"I wore a helmet." Leo argued groggily.

Xavier sighed. "That's not the point Leo." He paused as he watched Leo stifle a yawn. "I see that you are tired, so we will continue this conversation after school tomorrow."

"Ugh, I have to good to school?"

"Should've thought about that, kid, before your little excursion." Logan grunted.

"Now, bed, for all of us." The professor commanded.

As they lumbered off to bed, the professor continued in his thoughts.

Magneto had pushed some button on Leo that caused him to act irrationally, scaring him enough to cause him to bolt.

Something was horribly wrong.

* * *

**Fun Fact #24: In the original, Clay just randomly pops up and I spoil her secret identity by saying it in an Author's note. Lame. So hopefully in this, her appearance seems more likely than actually stalking Leo until he left the mansion or something. BETA pointed out Leo would probably see the connection between two glowing eyed girls, but the sad thing with Leo is that he chooses to be clueless. For those of you who read the original, you know just how much that hurts him.**

**Fun Fact #25: Clay Dune disguises her voice often, speaking in a drone when she is a civilian, and talking normally when she's Clay Dune. This further proves what she considers her true identity.**

**Fun Fact #26: Clay typically carries a curved sword coated in Adamantium, the same material on Wolverine's bones. How she received such a sword is not revealed, but it is suggested she got it while traveling the world with other mutants. She also carries a knife either strapped to her thigh or hidden in her boot.**

***there's some Clay Dune fun facts for ya. Hope yall liked them.**

Now, next would be Bombshell, but looking back, having that as the next chapter makes the story feel like its whirling ahead suddenly. So I'm thinking a filler chapter, more on Kelly definitely, but I'll take suggestions on other small events.

Whaddya think? Things un-X-Men, just more Kelly?

My focus will shift now to Not How It Works, once a chapter's up I'll come back.

(Also, BETA is wondering if anyone looks at his review updates, wants to know if you guys want to be alerted with a review)


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